Fees and Expenses of Collateral Agent. (a) Each Assignor (by its execution and delivery hereof) hereby agrees that it shall pay to Bankers Trust Company as the initial Collateral Agent, such fees as have been separately agreed to in writing with Bankers Trust Company for acting as Administrative Agent and as Collateral Agent hereunder. In the event a successor Collateral Agent is at any time appointed pursuant to the preceding Section 10.9, each Assignor hereby agrees to pay such successor Collateral Agent such fees for acting as such as would customarily be charged by such Collateral Agent for acting in such capacity in similar situations. Absent manifest error, the determination by a successor Collateral Agent of the fees owing to it shall be conclusive and binding upon such Assignor.
(b) In addition, each Assignor agrees to pay all reasonable out-of-pocket costs and expenses of the Collateral Agent in connection with this Agreement and any actions taken by the Collateral Agent hereunder, and agrees to pay all costs and expenses of the Collateral Agent in connection with the enforcement of this Agreement and the documents and instruments referred to herein (including, without limitation, reasonable fees and disbursements of counsel for the Collateral Agent).
Fees and Expenses of Collateral Agent. The Collateral Agent shall notify the Grantor of all reasonable fees, expenses, and charges of the Collateral Agent arising out of the Collateral Agent's entering into this Agreement and performing its duties and obligations under this Agreement (including in connection with the enforcement of remedies hereunder and realization upon the Collateral), and (except as set forth in Section 10(g) hereof) such fees, expenses and charges shall be paid promptly by the Grantor or, if already paid by the Collateral Agent, the Grantor shall reimburse the Collateral Agent promptly therefor. The Collateral Agent shall receive reasonable additional compensation from the Grantor for services rendered beyond those specifically enumerated in this Agreement, PROVIDED that the Collateral Agent shall, to the extent possible, provide reasonable advance notice to the Grantor of such services and its estimate of fees, expenses and charges in connection therewith. The Collateral Agent may employ, at the Grantor's expense, such legal counsel and other experts as it reasonably deems necessary in connection with entering into this Agreement and performing its duties and obligations under this Agreement. The Collateral Agent may rely upon and shall be protected if acting in good faith upon the advice of such legal counsel or experts.
Fees and Expenses of Collateral Agent. The Collateral Agent shall ------------------------------------- notify the Pledgor of all fees, expenses and charges of the Collateral Agent arising out of the Collateral Agent's execution and performance of its duties and obligations under this Agreement, and such reasonable fees, expenses and charges shall be paid promptly by the Pledgor. The Collateral Agent may employ, at the Pledgor's reasonable expense, such legal counsel and other experts as it deems necessary in connection with performing its duties and obligations under this Agreement. Notwithstanding anything to the contrary contained herein, this provision shall survive the termination of this Agreement.
Fees and Expenses of Collateral Agent. The Collateral Agent shall be entitled to receive a fee payable by the Trust (which amount may be paid by the Servicer) for its services under this Agreement equal to $10,000 upon execution of this Agreement and $10,000 payable on each anniversary of the date of this Agreement.
Fees and Expenses of Collateral Agent. The Company agrees to pay the Collateral Agent upon demand the amount of the Collateral Agent’s annual fee (as set forth on Annex 3 attached hereto) and any and all reasonable out-of-pocket expenses, including the reasonable fees and expenses of its counsel and agents, which the Collateral Agent may invoice to the Company in connection with (a) the custody or preservation of, or the sale of, collection from or other realization upon, the Collateral, (b) the exercise or enforcement (whether through negotiations, legal proceedings, or otherwise) of any of the rights of the Collateral Agent or the Secured Party hereunder, or (c) the failure by the Company to perform or observe any of the provisions hereof. The agreements in this Section 2.02 shall survive the termination of this Agreement. No provision of this Agreement shall require the Collateral Agent to expend or risk its own funds or otherwise incur any financial liability in the performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity against such risk or liability is not reasonably assured to it.
Fees and Expenses of Collateral Agent. The Collateral Agent shall notify Grantor of all fees, expenses and charges of the Collateral Agent arising out of the Collateral Agent's execution and performance of its duties and obligations under this Agreement, as set forth on Schedule II attached hereto, and such reasonable fees, expenses and charges shall be paid promptly by Grantor or, if already paid by the Collateral Agent, Grantor promptly shall reimburse the Collateral Agent therefor. The Collateral Agent may employ, upon notice to Grantor at Grantor's expense, such legal counsel and other experts as it reasonably deems necessary in connection with performing its duties and obligations under this Agreement, and shall be fully protected in relying upon the advice of such counsel and other experts as are reasonably selected by it.
Fees and Expenses of Collateral Agent. (a) appointed pursuant to the preceding Section 10.9, the Assignor hereby agrees to pay such successor Collateral Agent such fees for acting as such as would customarily be charged by such Collateral Agent for acting in such capacity in similar situations.
(b) In addition, the Assignor agrees to pay all reasonable out-of-pocket costs and expenses of the Collateral Agent in connection with this Agreement and any actions taken by the Collateral Agent hereunder, and agrees to pay all costs and expenses of the Collateral Agent in connection with the enforcement of this Agreement and the documents and instruments referred to herein (including, without limitation, reasonable fees and disbursements of counsel for the Collateral Agent).
Fees and Expenses of Collateral Agent. (a) The Borrower (by its execution and delivery hereof) hereby agrees that it shall pay to German American Capital Corporation, as the initial Collateral Agent, such fees as have been separately agreed to in writing with German American Capital Corporation for acting as Administrative Agent and as Collateral Agent hereunder. In the event a successor Collateral Agent is at any time appointed pursuant to the preceding Section 8.9, the Borrower hereby agrees to pay such successor Collateral Agent such reasonable fees for acting as such as would customarily be charged by such Collateral Agent for acting in such capacity in similar situations.
(b) In addition, each Assignor agrees jointly and severally to pay all reasonable out-of-pocket costs and expenses of the Collateral Agent in connection with this Agreement and any actions taken by the Collateral Agent hereunder, and agrees to pay all costs and expenses of the Collateral Agent in connection with the enforcement of this Agreement and the documents and instruments referred to herein (including, without limitation, reasonable fees and disbursements of counsel for the Collateral Agent).
Fees and Expenses of Collateral Agent. The Borrower will pay the Collateral Agent for all reasonable out-of-pocket costs and expenses incurred by the Collateral Agent in connection with any Sinking Fund Permitted Investment or otherwise in administering the Sinking Fund Collateral Account.
Fees and Expenses of Collateral Agent. The Collateral Agent shall notify the Pledgor of all fees, expenses and charges of the Collateral Agent arising out of the Collateral Agent's execution and performance of its duties and obligations under this Agreement, which fees shall be as set forth on Schedule II attached hereto, and such reasonable fees, expenses and charges shall be paid promptly by the Pledgor or, if already paid by the Collateral Agent, the Pledgor promptly shall reimburse the Collateral Agent therefor. In the event that the Pledgor fails promptly to pay, or reimburse the Collateral Agent for payment of, such reasonable fees, expenses and charges, the Holders shall, upon request by the Collateral Agent, promptly pay, or reimburse the Collateral Agent for payment of, such reasonable fees, expenses and charges, and all amounts so paid or reimbursed by the Holders shall be payable by the Pledgor under Section 12 hereof and constitute Secured Obligations secured hereby. The Collateral Agent may employ, upon notice to the Pledgor at the Pledgor's expense, such legal counsel and other experts as it reasonably deems necessary in connection with performing its duties and obligations under this Agreement, and shall be fully protected in relying upon the advice of such counsel and other experts as are reasonably selected by it.
