Common use of Increased Cost; Indemnities Clause in Contracts

Increased Cost; Indemnities. Notwithstanding anything to the contrary contained elsewhere in this Agreement, upon any purchase of participations as required above, (a) each Lender which has purchased such participations shall be entitled to receive from the Credit Parties any increased costs and indemnities (including, without limitation, pursuant to Section 2.14, 2.15, 2.16, 2.17, 2.18 and 9.5) directly from the Credit Parties to the same extent as if it were the direct Lender as opposed to a participant therein and (b) each Lender which has sold such participations shall be entitled to receive from the Credit Parties indemnification from and against any and all Taxes imposed as a result of the sale of the participations pursuant to this Article XI. Each Credit Party acknowledges and agrees that, upon the occurrence of a Sharing Event and after giving effect to the requirements of this Article XI, increased Taxes may be owing by it pursuant to Section 2.16, which Taxes shall be paid (to the extent provided in Section 2.16) by the respective Credit Party or Credit Parties, without any claim that the increased Taxes are not payable because some resulted from the participations effected as otherwise required by this Article XI.

Appears in 2 contracts

Samples: Credit Agreement (VOXX International Corp), Credit Agreement (VOXX International Corp)

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Increased Cost; Indemnities. Notwithstanding anything to the contrary contained elsewhere in this Agreement, upon any purchase of participations as required above, (a) each Lender which has purchased such participations shall be entitled to receive from the Credit Parties any increased costs and indemnities (including, without limitation, pursuant to Section 2.14, 2.15, 2.16, 2.17, 2.18 2.18, 2.19 and 9.510.5) directly from the Credit Parties to the same extent as if it were the direct Lender as opposed to a participant therein and (b) each Lender which has sold such participations shall be entitled to receive from the Credit Parties indemnification from and against any and all Taxes imposed as a result of the sale of the participations pursuant to this Article XISection 11. Each Credit Party acknowledges and agrees that, upon the occurrence of a Sharing Event and after giving effect to the requirements of this Article XISection 11, increased Taxes may be owing by it pursuant to Section 2.162.17, which Taxes shall be paid (to the extent provided in Section 2.162.17) by the respective Credit Party or Credit Parties, without any claim that the increased Taxes are not payable because some resulted from the participations effected as otherwise required by this Article XISection 11.

Appears in 2 contracts

Samples: Credit Agreement (Checkpoint Systems Inc), Credit Agreement (Checkpoint Systems Inc)

Increased Cost; Indemnities. Notwithstanding anything to the contrary contained elsewhere in this Agreement, upon any purchase of participations as required above, (ai) each Lender which has purchased such participations shall be entitled to receive from the Credit Loan Parties any increased costs and indemnities (including, without limitation, pursuant to Section 2.14, 2.15, 2.16, 2.17, 2.18 and 9.5) directly from the Credit Loan Parties to the same extent as if it were the direct Lender as opposed to a participant therein and (bii) each Lender which has sold such participations shall be entitled to receive from the Credit Loan Parties indemnification from and against any and all Taxes imposed as a result of the sale of the participations pursuant to this Article XISection 10.26. Each Credit Loan Party acknowledges and agrees that, upon the occurrence of a Sharing Event and after giving effect to the requirements of this Article XISection 10.26, increased Taxes may be owing by it pursuant to Section 2.1610.1, which Taxes shall be paid (to the extent provided in Section 2.1610.1) by the respective Credit Loan Party or Credit Loan Parties, without any claim that the increased Taxes are not payable because some resulted from the participations effected as otherwise required by this Article XISection 10.26.

Appears in 1 contract

Samples: Credit Agreement (Globe Specialty Metals Inc)

Increased Cost; Indemnities. Notwithstanding anything to the contrary contained elsewhere in this Agreement, upon any purchase of participations as required above, (a) each Lender which has purchased such participations shall be entitled to receive from the Credit Parties any increased costs and indemnities (including, without limitation, pursuant to Section 2.14, 2.15, 2.16, 2.17, 2.18 and 9.5) directly from the Credit Parties to the same extent as if it were the direct Lender as opposed to a participant therein and (b) each Lender which has sold such participations shall be entitled to receive from the Credit Parties indemnification from and against any and all Taxes imposed as a result of the sale of the participations pursuant to this Article XI. Each Credit Party acknowledges and agrees that, upon the occurrence of a Sharing Event and after giving effect to the requirements of this Article XI, increased Taxes may be owing by it pursuant to Section 2.16, which Taxes shall be paid (to the extent provided in Section 2.16) by the respective Credit Party or Credit Parties, without any claim that the increased Taxes are not payable because some resulted from the participations effected as otherwise required by this Article XI. Notwithstanding the foregoing, the Foreign Borrowers shall not be obligated under this Section 11.7, except to the extent that such obligations relate to the Obligations of any such Foreign Borrower under the Foreign Borrower Revolving Loans, the Foreign Guaranty or the Foreign Collateral Documents.

Appears in 1 contract

Samples: Credit Agreement (Esterline Technologies Corp)

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Increased Cost; Indemnities. Notwithstanding anything to the contrary contained elsewhere in this Agreement, upon any purchase of participations as required above, (a) each Lender which has purchased such participations shall be entitled to receive from the Credit Parties any increased costs and indemnities (including, without limitation, pursuant to Section 2.14, 2.15, 2.16, 2.17, 2.18 2.18, 2.19 and 9.510.5) directly from the Credit Parties to the same extent as if it were the direct Lender as opposed to a participant therein and (b) each Lender which has sold such participations shall be entitled to receive from the Credit Parties indemnification from and against any and all Taxes imposed as a result of the sale of the participations pursuant to this Article XISection 11. Each Credit Party acknowledges and agrees that, upon the occurrence of a Sharing Event and after giving effect to the requirements of this Article XISection 11, increased Taxes may be owing by it pursuant to Section 2.162.18, which Taxes shall be paid (to the extent provided in Section 2.162.18) by the respective Credit Party or Credit Parties, without any claim that the increased Taxes are not payable because some resulted from the participations effected as otherwise required by this Article XISection 11.

Appears in 1 contract

Samples: Credit Agreement (Checkpoint Systems Inc)

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