Common use of Other Costs, Expenses and Related Matters Clause in Contracts

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agent, each Class Investor and the Administrative Agent harmless against liability for the payment of, all reasonable out of pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investor, as applicable and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class Investors, Class Agents or the Administrative Agent (i) in connection with the preparation, negotiation, execution and delivery of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including the perfection or protection of the Transferred Interest) and (ii) from time to time (A) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (B) arising in connection with any Class Investor’s, any Class Agent’s the Administrative Agent’s or the Collateral Agent’s enforcement or preservation of rights (including the perfection and protection of the Transferred Interest under this Agreement), or (C) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.

Appears in 3 contracts

Samples: Transfer and Administration Agreement (Tech Data Corp), Transfer and Administration Agreement (Tech Data Corp), Transfer and Administration Agreement (Tech Data Corp)

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Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.Documents (all of such amounts, collectively, “Transaction Costs”). ​

Appears in 2 contracts

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA), Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction DocumentsDocuments (all of such amounts, collectively, “Transaction Costs”).

Appears in 2 contracts

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA), Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys', accountants’, rating agencies’, ' and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s's, any Class Agent’s the Administrative Agent’s 's, the Agent's or the any Collateral Agent’s 's enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction DocumentsDocuments (all of such amounts, collectively, "Transaction Costs").

Appears in 2 contracts

Samples: Transfer and Administration Agreement (Fresenius Medical Care Holdings Inc /Ny/), Transfer and Administration Agreement (Fresenius Medical Care Corp)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.Documents (all of such amounts, collectively, “Transaction Costs”). 101

Appears in 1 contract

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agent, each Class Investor and the Administrative Agent harmless against liability for the payment of, all reasonable out of out- of- pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investor, as applicable and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class Investors, the Class Agents and the Administrative Agent) incurred by or on behalf of any Class Investor, any Class Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, and delivery and preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (A) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (B) arising in connection with any Class Investor’s, any Class Agent’s the Administrative Agent’s or the Collateral Agent’s enforcement or preservation of rights (including the perfection and protection of the Transferred Interest under this Agreement), or (C) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.

Appears in 1 contract

Samples: Transfer and Administration Agreement (Tech Data Corp)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction DocumentsDocuments (all of such amounts, collectively, “Transaction Costs”).

Appears in 1 contract

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

Other Costs, Expenses and Related Matters. (a) The ----------------------------------------- Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class AgentPARCO, each Class Investor the APA Banks and the Administrative Funding Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys', accountants’, rating agencies’, ' and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of any Class InvestorPARCO, as applicable the APA Banks and/or the Administrative Agent or any Class Funding Agent) or intangible, documentary or recording taxes incurred by or on behalf of PARCO, any of APA Bank and the Class Investors, Class Agents or the Administrative Funding Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’sPARCO's, any Class Agent’s the Administrative Agent’s APA Bank's or the Collateral Funding Agent’s 's enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.Documents (all of such amounts, collectively, "Transaction ----------- Costs"). -----

Appears in 1 contract

Samples: Medpartners Inc

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Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.Documents (all of such amounts, collectively, “Transaction Costs”). ​ ​

Appears in 1 contract

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys', accountants’, rating agencies’, ' and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s's, any Class Agent’s the Administrative Agent’s 's, the Agent's or the any Collateral Agent’s 's enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction DocumentsDocuments (all of such amounts, collectively, "TRANSACTION COSTS").

Appears in 1 contract

Samples: Transfer and Administration Agreement (Fresenius Medical Care Holdings Inc /Ny/)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out of out-of-pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction DocumentsDocuments (all of such amounts, collectively, “Transaction Costs”).

Appears in 1 contract

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

Other Costs, Expenses and Related Matters. (a) The Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save each Class Agentthe Investors, each Class Investor the Administrative Agents and the Administrative Agent harmless against liability for the payment of, all reasonable out out-of pocket -pocket expenses (including, without limitation, attorneys’, accountants’, rating agencies’, and other third parties’ fees and expenses, any filing fees and expenses incurred by officers or employees of any Class Investorof the Investors, as applicable the Administrative Agents and/or the Administrative Agent or any Class Agent) or intangible, documentary or recording taxes incurred by or on behalf of any of the Class InvestorsInvestor, Class Agents any Administrative Agent or the Administrative Agent (i) in connection with the preparation, negotiation, execution execution, delivery and delivery preparation of this Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including including, without limitation, the perfection or protection of the Transferred Interest) and (ii) from time to time (Aa) relating to any amendments, waivers or consents under this ​ 118 ​ Agreement and the other Transaction Documents, (Bb) arising in connection with any Class Investor’s, any Class Administrative Agent’s ’s, the Administrative Agent’s or the any Collateral Agent’s enforcement or preservation of rights (including including, without limitation, the perfection and protection of the Transferred Interest under this Agreement), or (Cc) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any of the other Transaction Documents.Documents (all of such amounts, collectively, “Transaction Costs”). ​

Appears in 1 contract

Samples: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)

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