Fees, Costs, Expenses and Taxes. Without limiting the rights of the Administrative Agent, the Managing Agents and the Purchasers set forth in the RPA and the other Transaction Documents, the Seller agrees to pay on demand all reasonable fees and out-of-pocket expenses of counsel for the Administrative Agent, the Managing Agents and the Purchasers incurred in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered in connection herewith and with respect to advising the Administrative Agent and the Purchasers as to their rights and responsibilities hereunder and thereunder.
Fees, Costs, Expenses and Taxes. Without limiting the rights of the Agent and the Purchasers set forth in the Purchase Agreement and the other Transaction Documents, the Seller agrees to pay on demand all reasonable fees and out-of-pocket expenses of counsel for the Agent and the Purchasers incurred in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered in connection herewith and with respect to advising the Agent and the Purchasers as to their rights and responsibilities hereunder and thereunder.
Fees, Costs, Expenses and Taxes. Without limiting the rights of the Agent and the Purchasers set forth in the RPA and the other Transaction Documents, the Seller agrees to pay on demand all reasonable fees and out-of-pocket expenses of counsel for the Agent and the Purchasers incurred in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered in connection herewith and with respect to advising the Agent and the Purchasers as to their rights and responsibilities hereunder and thereunder.
Fees, Costs, Expenses and Taxes. The Borrower agrees to pay on demand all costs and expenses of the Administrative Agent in connection with the preparation, execution, delivery, administration, modification and amendment of this Fifth Amendment and the other instruments and documents to be delivered hereunder, including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Administrative Agent with respect thereto and with respect to advising the Administrative Agent as to its rights and responsibilities hereunder and thereunder. The Borrower further agrees to pay on demand all costs and expenses, if any (including, without limitation, reasonable counsel fees and expenses), in connection with the enforcement (whether through negotiations, legal proceedings or otherwise) of this Fifth Amendment and the other instruments and documents to be delivered hereunder, including, without limitation, reasonable counsel fees and expenses in connection with the enforcement of rights under this Section 5. In addition, the Borrower shall pay any and all stamp and other taxes payable or determined to be payable in connection with the execution and delivery of this Fifth Amendment and the other instruments and documents to be delivered hereunder, and agrees to save the Administrative Agent and each Lender harmless from and against any and all liabilities with respect to or resulting from any delay or omission to pay such taxes.
Fees, Costs, Expenses and Taxes. The Borrower shall pay or cause to be paid on demand (a) legal fees, costs and expenses in connection with (i) the execution and delivery of this Agreement and any other Loan Document up to $1,500 and (ii) the amendment, waiver and administration of this Agreement and any other Loan Document and the other documents to be delivered pursuant to the Loan Documents, including, without limitation, the reasonable fees, expenses and other client charges and (b) all reasonable costs and expenses, if any (including, without limitation, reasonable counsel fees, expenses and other client charges), in connection with the enforcement of (or any "work-out" or restructure with respect to) the Loan Documents and the other documents to be delivered pursuant to the Loan Documents. In addition, the Borrower will pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of the Loan Documents and the other documents to be delivered pursuant to the Loan Documents, and will save the Lender harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omission to pay such taxes and fees.
Fees, Costs, Expenses and Taxes. Whether or not any Advances are made hereunder or the transactions contemplated hereby are consummated, each Company, jointly and severally, agrees to pay within ten (10) days following demand (a) all fees, costs and expenses in connection with the preparation, execution, delivery, filing, recording and administration of, and any amendment, supplement or modification to, the Loan Documents, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent, and of any other special counsel or consultant retained by the Administrative Agent with respect thereto and with respect to advising the Administrative Agent as to its rights and responsibilities under the Loan Documents, and (b) all costs and expenses, if any (including reasonable counsel fees and disbursements), incurred in connection with the enforcement or preservation of any rights under the Loan Documents and the other documents to be delivered pursuant to the Loan Documents. In addition, each Company will, jointly and severally, pay any and all stamp and other taxes and fees payable or determined to be payable in connection with the execution, delivery, filing and recording of the Loan Documents, and will save the Administrative Agent and each Lender harmless from and against any and all liabilities with respect to or resulting from any delay in paying or omission to pay such taxes and fees.
Fees, Costs, Expenses and Taxes. The Company also agrees to pay on ------------------------------- demand all costs and expenses of the Bank in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered hereunder, including the fees and allocation costs of its in-house counsel.
Fees, Costs, Expenses and Taxes. The Borrower agrees to pay to the Administrative Agent on behalf of each Lender which has executed and delivered this Amendment on or prior to 3:00 p.m. E.D.T. on April 25, 2003, an amendment fee (the “First Amendment Fee”) of 0.10% of the aggregate outstanding principal amount of the Loans, which First Amendment Fee shall be paid on or prior to the Effective Date. The Borrower shall pay to the Administrative Agent on behalf of each Lender which has executed and delivered this Amendment on or prior to 3:00 p.m. E.D.T. on April 25, 2003, a second amendment fee (the “Second Amendment Fee”) of 0.15% of the aggregate outstanding principal amount of the Loans, which Second Amendment Fee shall be paid on or prior to the Mezzanine Closing Date. The First Amendment Fee shall be fully earned as of the date of this Agreement, and the Second Amendment Fee shall be fully earned as of the Mezzanine Closing Date. The Borrower further agrees to pay all reasonable fees, costs and expenses of the Administrative Agent incurred in connection with the negotiation, preparation and execution of this Agreement and the transactions contemplated hereby, including, without limitation, the reasonable fees and expenses of Winston & Xxxxxx, counsel to the Administrative Agent.
Fees, Costs, Expenses and Taxes. Without limiting the rights of the Administrative Agent and the Purchasers set forth in the Purchase Agreement and the Fee Letter, the Seller agrees to pay all reasonable fees and out-of-pocket expenses of counsel for the Administrative Agent and the Purchasers incurred in connection with the preparation, execution and delivery of this Amendment and the other instruments and documents to be delivered in connection herewith and with respect to advising the Administrative Agent and the Purchasers as to their rights and responsibilities hereunder and thereunder.
Fees, Costs, Expenses and Taxes. Borrowers agrees to pay on demand of Lender any and all stamp and other taxes payable or determined to be payable in connection with the execution and delivery of this Amendment and all liabilities with respect to or resulting from any delay in paying or omission to pay such taxes. In addition, Borrowers shall pay a loan fee to the Lender in the amount of $4,240 and Lender’s attorney’s fees in the amount of $6,500.00.
