Common use of Expenses; Indemnities Clause in Contracts

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 15 contracts

Samples: Term Loan Agreement (P3 Health Partners Inc.), Term Loan Agreement (NeuroPace Inc), Loan Agreement (Treace Medical Concepts, Inc.)

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Expenses; Indemnities. (a) Each Lender agrees to reimburse the Administrative Agent and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by the Administrative Agent or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 5 contracts

Samples: Credit Agreement (Pear Therapeutics, Inc.), Credit Agreement (Pear Therapeutics, Inc.), Credit Agreement (Thimble Point Acquisition Corp.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative the Agent and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such LenderXxxxxx’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative the Agent or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 3 contracts

Samples: Credit Agreement and Guaranty (Nevro Corp), Credit Agreement and Guaranty (Allurion Technologies, Inc.), Credit Agreement and Guaranty (Allurion Technologies Holdings, Inc.)

Expenses; Indemnities. (a) Each Lender Xxxxxx agrees to reimburse the Administrative Agent and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such LenderXxxxxx’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by the Administrative Agent or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 3 contracts

Samples: Credit Agreement (Fractyl Health, Inc.), Credit Agreement and Guaranty (Seres Therapeutics, Inc.), Credit Agreement and Guaranty (scPharmaceuticals Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent the Agent, the Collateral Agents and each of its or their Related Persons (to the extent not reimbursed by any ObligorCredit Party) promptly upon demand for such Lender’s Proportionate Share demand, severably and ratably, of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes (as defined in Section 10.1(c)) paid in the name of, or on behalf of, any ObligorCredit Party) that may be incurred by Administrative the Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 3 contracts

Samples: Credit Agreement (International Textile Group Inc), Credit Agreement (International Textile Group Inc), Credit Agreement (International Textile Group Inc)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly promptly, upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 3 contracts

Samples: Term Loan Agreement (Strongbridge Biopharma PLC), Term Loan Agreement (Strongbridge Biopharma PLC), Term Loan Agreement

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-work- out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 3 contracts

Samples: Term Loan Agreement (Alignment Healthcare, Inc.), Term Loan Agreement (Correvio Pharma Corp.), Term Loan Agreement (Cardiome Pharma Corp)

Expenses; Indemnities. (a) Each Lender agrees to reimburse the Administrative Agent and each of its Related Persons (to the extent not reimbursed by any ObligorLoan Party) promptly upon demand for such Lender’s Proportionate Pro Rata Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any ObligorLoan Party) that may be incurred by the Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan DocumentDocument or any Lender Interest Letter.

Appears in 3 contracts

Samples: Credit Agreement (Rush Enterprises Inc \Tx\), Credit Agreement (Rush Enterprises Inc \Tx\), Credit Agreement (Rush Enterprises Inc \Tx\)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent each Agent, each Arranger and each of its their respective Related Persons (to the extent not reimbursed by any ObligorLoan Party) promptly upon demand for such Lender’s Proportionate Pro Rata Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any ObligorLoan Party) that may be incurred by Administrative Agent such Agent, such Arranger or any of its their respective Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 2 contracts

Samples: Guaranty and Security Agreement (Francesca's Holdings CORP), Credit Agreement (Francesca's Holdings CORP)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent Collateral Representative and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative Agent Collateral Representative or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 2 contracts

Samples: Credit Agreement (Kadmon Holdings, LLC), Credit Agreement (Kadmon Holdings, LLC)

Expenses; Indemnities. (a) Each Lender agrees to reimburse the Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by the Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Athenex, Inc.), Credit Agreement and Guaranty (Athenex, Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative the Agent and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative the Agent or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Xeris Biopharma Holdings, Inc.), Credit Agreement and Guaranty (Oyster Point Pharma, Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse the Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Pro Rata Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by the Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 2 contracts

Samples: Credit Agreement and Guaranty (Adma Biologics, Inc.), Credit Agreement and Guaranty (Athenex, Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative the Agent and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative the Agent or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or 101 other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Credit Agreement and Guaranty (Oyster Point Pharma, Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative the Agent, the Second Lien Collateral Agent and each of its their Related Persons (to the extent not reimbursed by any ObligorCredit Party) promptly upon demand for such Lender’s Proportionate Share demand, severably and ratably, of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any ObligorCredit Party) that may be incurred by Administrative the Agent, Second Lien Collateral Agent or any of its their Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Credit Agreement (CSAV Holding Corp.)

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Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any ObligorCredit Party) promptly upon demand for such Lender’s Proportionate Share demand, severally and ratably, of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any ObligorCredit Party) that may be incurred by Administrative Agent (in such capacity) or any of its Related Persons (acting for Agent) in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Credit Agreement (Ignite Restaurant Group, Inc.)

Expenses; Indemnities. (a) Each Lender Purchaser agrees to reimburse the Administrative Agent and each of its Related Persons Affiliates (to the extent not reimbursed by any Obligorthe Company) promptly upon demand for such LenderPurchaser’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligorthe Company) that may be incurred by the Administrative Agent or any of its Related Persons Affiliates in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Transaction Document.

Appears in 1 contract

Samples: Security Agreement (Impel Pharmaceuticals Inc)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly upon demand for such LenderXxxxxx’s Proportionate Share Pro Rata Percentage of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-outwork‑out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Term Loan Agreement (Alignment Healthcare, Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any Obligor) promptly upon demand for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Loan Agreement (Synergy Pharmaceuticals, Inc.)

Expenses; Indemnities. (a) Each Lender Xxxxxx agrees to reimburse Administrative the Agent and each of its Related Persons (to the extent not reimbursed by any ObligorCredit Party promptly after demand therefor) promptly upon demand for such Lender’s Proportionate Share demand, severally and ratably, of any out-of-pocket costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any ObligorCredit Party) that may be incurred by Administrative the Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Credit Agreement

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative the Agent and each of its Related Persons (to the extent not reimbursed by any ObligorCredit Party) promptly upon demand for such Lender’s Proportionate Share demand, severably and ratably, of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes (as defined in Section 10.1(c)) paid in the name of, or on behalf of, any ObligorCredit Party) that may be incurred by Administrative the Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Credit Agreement (International Textile Group Inc)

Expenses; Indemnities. (a) Each Lender Noteholder agrees to reimburse Administrative Agent Noteholder Representative and each of its Related Persons (to the extent not reimbursed by any Obligorthe Company) promptly upon demand demand, severally and ratably, for such Lender’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes all taxes, assessments, governmental charges, or levies paid in the name of, or on behalf of, any Obligorthe Company) that may be incurred by Administrative Agent Noteholder Representative or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, this Agreement or any Loan other Notes Document.

Appears in 1 contract

Samples: Note Purchase Agreement (Tetra Technologies Inc)

Expenses; Indemnities. (a) Each Lender agrees to reimburse Administrative Agent and each of its Related Persons (to the extent not reimbursed by any ObligorCredit Party) promptly upon demand for such Lender’s Proportionate Pro Rata Share with respect to the Facilities of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any ObligorCredit Party) that may be incurred by Administrative Agent or any of its Related Persons in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Financing Document.

Appears in 1 contract

Samples: Credit Agreement (DynaVox Inc.)

Expenses; Indemnities. (a) Each Lender agrees to reimburse the Administrative Agent and each of its Related Persons Parties (to the extent not reimbursed by any Obligor) promptly upon demand for such LenderLxxxxx’s Proportionate Share of any costs and expenses (including fees, charges and disbursements of financial, legal and other advisors and Other Taxes paid in the name of, or on behalf of, any Obligor) that may be incurred by the Administrative Agent or any of its Related Persons Parties in connection with the preparation, syndication, execution, delivery, administration, modification, consent, waiver or enforcement (whether through negotiations, through any work-out, bankruptcy, restructuring or other legal or other proceeding or otherwise) of, or legal advice in respect of its rights or responsibilities under, any Loan Document.

Appears in 1 contract

Samples: Credit Agreement and Guaranty (Harrow Health, Inc.)

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