Common use of Legal Fees, Other Costs and Indemnification Clause in Contracts

Legal Fees, Other Costs and Indemnification. The Borrower agrees to pay all reasonable costs and expenses of the Administrative Agent and the Arrangers in connection with the preparation and negotiation of the Credit Documents, including without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent and the Arrangers, in connection with the preparation and execution of the Credit Documents, and any amendment, waiver or consent related hereto, whether or not the transactions contemplated herein are consummated. The Borrower further agrees to indemnify each Bank, the Administrative Agent, the Issuing Banks, and their respective directors, agents, officers and employees, against all losses, claims, damages, penalties, judgments, liabilities and expenses (including, without limitation, all reasonable expenses of litigation or preparation therefor, whether or not the indemnified Person is a party thereto) which any of them may incur or reasonably pay arising out of or relating to any Credit Document or any of the transactions contemplated thereby or the direct or indirect application or proposed application of the proceeds of any Loan or Letter of Credit, other than those which arise from the gross negligence or willful misconduct of the party claiming indemnification. The Borrower, upon demand by the Administrative Agent, an Issuing Bank or a Bank at any time, shall reimburse the Administrative Agent, such Issuing Bank or Bank for any reasonable legal or other expenses (including reasonable allocable fees and expenses of in-house counsel) incurred in connection with investigating or defending against any of the foregoing except if the same is directly due to the gross negligence or willful misconduct of the party to be indemnified.

Legal Fees, Other Costs and Indemnification. The Borrower agrees Borrowers agree to pay all reasonable costs and expenses of the Administrative Agent and the Arrangers in connection with the preparation and negotiation of the Credit Documents, including without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent and the Arrangers, in connection with the preparation and execution of the Credit Documents, and any amendment, waiver or consent related hereto, whether or not to the transactions contemplated herein are consummatedLoan Documents. The Borrower Borrowers further agrees agree to indemnify each Bank, the Administrative Agent, the Issuing Banks, and their respective directors, agents, officers and employees, against all losses, claims, damages, penalties, judgments, liabilities and expenses (including, without limitation, all reasonable expenses of litigation or preparation therefor, whether or not the indemnified Person is a party thereto) which any of them may incur or reasonably pay arising out of or relating to any Credit Loan Document or any of the transactions contemplated thereby or the direct or indirect application or proposed application of the proceeds of any Loan or Letter of Credit, other than (i) those which arise from the gross negligence or willful misconduct of the party claiming indemnificationindemnification or (ii) for costs or liabilities incurred in suits which are exclusively among the Banks or the Banks and the Agent regarding damages not caused by the Borrowers or any Guarantor. The BorrowerBorrowers, upon demand by the Administrative Agent, an Issuing Bank Agent or a Bank at any time, shall reimburse the Administrative Agent, such Issuing Bank Agent or Bank for any reasonable legal or other expenses (including reasonable allocable fees and expenses of in-house counsel) incurred in connection with investigating or defending against any of the foregoing foregoing, except if the same is directly due to the gross negligence or willful misconduct of the party to be indemnifiedindemnified or is for such a suit exclusively among the Banks or the Banks and the Agent.

Legal Fees, Other Costs and Indemnification. The Borrower agrees to pay all reasonable costs and expenses of the Administrative Agent and the Arrangers in connection with the preparation and negotiation of the Credit Documents, including without limitation, the reasonable fees and disbursements of Xxxxxxx and Xxxxxx LLP, counsel to the Administrative Agent and the ArrangersAgent, in connection with the preparation and execution of the Credit Documents, and any amendment, waiver or consent related hereto, whether or not the transactions contemplated herein are consummated. The Borrower further agrees to indemnify each Bank, the L/C Issuer, the Administrative Agent, the Issuing Banks, and their respective directors, agents, officers and employees, against all losses, claims, damages, penalties, judgments, liabilities and expenses (including, without limitation, all reasonable expenses of litigation or preparation therefor, whether or not the indemnified Person is a party thereto) which any of them may incur or reasonably pay arising out of or relating to any Credit Document or any of the transactions contemplated thereby or the direct or indirect application or proposed application of the proceeds of any Loan, Swingline Loan or Letter of Credit, other than those which arise from the gross negligence or willful misconduct of the party claiming indemnification. The Borrower, upon demand by the Administrative Agent, an Issuing Bank the L/C Issuer, or a Bank at any time, shall reimburse the Administrative Agent, such Issuing Bank the L/C Issuer, or Bank for any reasonable legal or other expenses (including reasonable allocable fees and expenses of in-house counsel) incurred in connection with investigating or defending against any of the foregoing except if the same is directly due to the gross negligence or willful misconduct of the party to be indemnified.