Common use of Expenses Limitation of Liability Indemnity Etc Clause in Contracts

Expenses Limitation of Liability Indemnity Etc. (a) Each Borrower agrees to pay (i) all reasonable out-of-pocket expenses incurred by each Agent and its Affiliates, including the reasonable and documented fees, charges and disbursements of counsel for each Agent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of the Loan Documents or any amendments, modifications or waivers of the provisions thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable out-of-pocket expenses incurred by each Issuing Bank in connection with the issuance, amendment or extension of any Letter of Credit or any demand for payment thereunder and (iii) all reasonable out-of-pocket expenses incurred by any Agent, any Issuing Bank or any Lender, including the fees, charges and disbursements of any counsel for any Agent, any Issuing Bank or any Lender, in connection with the enforcement or protection of its rights in connection with the Loan Documents, including its rights under this Section, or in connection with the Loans made or Letters of Credit issued hereunder, including all such reasonable out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.

Expenses Limitation of Liability Indemnity Etc. (a) Each Borrower agrees to Borrower, jointly and severally, shall pay (i) all reasonable out-of-pocket expenses incurred by each the Administrative Agent, the Sustainability Structuring Agent and its their respective Affiliates, including the reasonable and documented fees, charges and disbursements of counsel for each the Administrative Agent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable out-of-pocket expenses incurred by each any Issuing Bank in connection with the issuance, amendment amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and (iii) all reasonable out-of-pocket expenses incurred by any the Administrative Agent, the Sustainability Structuring Agent, any Issuing Bank or any Lender, including the reasonable fees, charges and disbursements of any counsel for any the Administrative Agent, any Issuing Bank or any Lender, in connection with the enforcement or protection of its rights in connection with this Agreement and the other Loan Documents, including its rights under this SectionSection 10.03, or in connection with the Loans made or Letters of Credit issued hereunder, including all such reasonable out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.

Expenses Limitation of Liability Indemnity Etc. (a) Each Borrower agrees to The Company shall pay (i) all reasonable and documented out of pocket expenses incurred by the Administrative Agent and its Affiliates (but limited, in the case of legal fees and expenses, to the reasonable and documented out-of-pocket expenses incurred by each Agent and its Affiliates, including the reasonable and documented fees, disbursements and other charges and disbursements of one firm of outside counsel for each Agentto all such Persons taken as a whole and, if reasonably necessary, of one local counsel in any relevant jurisdiction to such Persons, taken as a whole), in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement and the Loan other Credit Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable and documented out-of-pocket expenses incurred by each any Issuing Bank Lenders in connection with the issuance, amendment amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder (but limited, in the case of legal fees and expenses, to the reasonable and documented out-of-pocket fees, disbursements and other charges of one firm of outside counsel to such Issuing Lender and, if reasonably necessary, of one local counsel in any relevant jurisdiction to such Issuing Lender), (iii) all reasonable and documented out-of-pocket expenses incurred by any the Administrative Agent, any Issuing Bank Lender or any Lender, including the fees, charges and disbursements of any counsel for any the Administrative Agent, any Issuing Bank Lender or any Lender, in connection with the enforcement or protection of its rights in connection with this Agreement and the Loan other Credit Documents, including its rights under this Section, or in connection with the Loans made or Letters of Credit issued hereunder, including all such reasonable and documented out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.Credit and (iv) for field examinations to the extent required by Section 8.12. 176

Expenses Limitation of Liability Indemnity Etc. (a) Each Borrower agrees to The Company shall pay (i) all reasonable and documented out of pocket expenses incurred by the Administrative Agent and its Affiliates (but limited, in the case of legal fees and expenses, to the reasonable and documented out-of-pocket expenses incurred by each Agent and its Affiliates, including the reasonable and documented fees, disbursements and other charges and disbursements of one firm of outside counsel for each Agentto all such Persons taken as a whole and, if reasonably necessary, of one local counsel in any relevant jurisdiction to such Persons, taken as a whole), in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement and the Loan other Credit Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable and documented out-of-pocket expenses incurred by each any Issuing Bank Lenders in connection with the issuance, amendment amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder (but limited, in the case of legal fees and expenses, to the reasonable and documented out-of-pocket fees, disbursements and other charges of one firm of outside counsel to such Issuing Lender and, if reasonably necessary, of one local counsel in any relevant jurisdiction to such Issuing Lender), (iii) all reasonable and documented out-of-pocket expenses incurred by any the Administrative Agent, any Issuing Bank Lender or any Lender, including the fees, charges and disbursements of any counsel for any the Administrative Agent, any Issuing Bank Lender or any Lender, in connection with the enforcement or protection of its rights in connection with this Agreement and the Loan other Credit Documents, including its rights under this Section, or in connection with the Loans made or Letters of Credit issued hereunder, including all such reasonable and documented out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.Credit and (iv) for field examinations to the extent required by Section 8.12. 104

Expenses Limitation of Liability Indemnity Etc. (a) Each The Borrower agrees to shall pay (i) all reasonable and documented out-of-pocket expenses incurred by each Agent the Administrative Agent, the Arrangers and its Affiliatestheir Affiliates (limited, including in the case of legal expenses, to the reasonable and documented fees, charges and disbursements of a single counsel for the Arrangers and the Administrative Agent and their Affiliates (and, if necessary, one local counsel in each Agentapplicable jurisdiction and any reasonably necessary regulatory counsel)), in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable and documented out-of-pocket expenses incurred by each the relevant Issuing Bank in connection with the issuance, amendment amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and (iii) all reasonable and documented out-of-pocket expenses incurred by any the Administrative Agent, any Issuing Bank or any LenderLender (limited, including in the case of legal expenses, to the reasonable and documented fees, charges and disbursements of a single counsel (and, if necessary, one local counsel in each applicable jurisdiction, any reasonably necessary regulatory counsel and one additional counsel for any Agent, any Issuing Bank each group of similarly affected Persons in the event of an actual or any Lenderreasonably perceived conflict of interest)), in connection with the enforcement or protection of its rights in connection with the Loan Documentsthis Agreement, including its rights under this SectionSection 9.03, or in connection with the Loans made or Letters of Credit issued hereunder, including all such reasonable and documented out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.