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

Other Costs, Expenses and Related Matters. The Debtor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral Agent) incurred by or on behalf of the Collateral Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement and any documents or instruments delivered pursuant hereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, (b) arising in connection with the Collateral Agent's or its agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this Agreement), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.

Appears in 2 contracts

Samples: Security Agreement (Credit Acceptance Corporation), Security Agreement (Credit Acceptance Corporation)

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Other Costs, Expenses and Related Matters. (a) The Debtor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Agent and the Secured Parties harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral Agent) incurred by or on behalf of the Collateral Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement and any documents or instruments delivered pursuant hereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, (b) arising in connection with the Collateral Agent's or its the Secured Parties' or their agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this Agreement), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.

Appears in 1 contract

Samples: Security Agreement (First Investors Financial Services Group Inc)

Other Costs, Expenses and Related Matters. (a) The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Company, the Bank Investors, the Collateral Agent, the Agent and the Administrative Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentCompany or any Bank Investor) incurred by or on behalf of the Company, any Bank Investor, the Collateral Agent, the Agent or the Administrative Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement, the Note and the Security Agreement and any documents or instruments delivered pursuant hereto or thereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Note and the Security Agreement, (b) arising in connection with the Collateral AgentCompany's or its agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this AgreementAgreement (all of such amounts, collectively, "Transaction Costs").

Appears in 1 contract

Samples: Note Purchase Agreement (Union Acceptance Corp)

Other Costs, Expenses and Related Matters. The Debtor Each of the Borrower and AmeriCredit Canada agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Lender and the Collateral Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys'Legal Costs, accountant's accountants' and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentLender) incurred by or on behalf of the Lender or the Collateral Agent (i) subject to the terms and conditions of the Fee Letter, in connection with the negotiation, execution, delivery and preparation of this Agreement, the Loan Note, and the Security Agreement and any documents or instruments delivered pursuant hereto other Transaction Document and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby; and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Loan Note, the Security Agreement and any other Transaction Document, (b) arising in connection with the Collateral Agent's Lender's, or its agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement or any other Transaction Document, or (d) arising in connection with any transfer of Receivables under the Master Receivables Purchase Agreement or the Servicing Agreement.

Appears in 1 contract

Samples: Loan Agreement (Americredit Corp)

Other Costs, Expenses and Related Matters. The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save hold the Company, the Bank Investors, the Collateral Agent, the Agent and the Administrative Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentCompany or any Bank Investor) incurred by or on behalf of the Company, any Bank Investor, the Collateral Agent, the Agent or the Administrative Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement, the Note and the Security Agreement and any documents or instruments delivered pursuant hereto other Transaction Document and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Note and the Security Agreement, (b) arising in connection with the Collateral AgentCompany's, any Bank Investor's or its any of their agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.Agreement (all of such amounts, collectively, "Transaction Costs")

Appears in 1 contract

Samples: Note Purchase Agreement (Union Acceptance Corp)

Other Costs, Expenses and Related Matters. (a) The Debtor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Agent and the Secured Parties harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's ’s and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral Agent) incurred by or on behalf of the Collateral Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement and any documents or instruments delivered pursuant hereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security ’s interest in the Collateral) and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, (b) arising in connection with the Collateral Agent's ’s or its the Secured Parties’ or their agent's ’s enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's ’s security interest in the Collateral under this Agreement), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.

Appears in 1 contract

Samples: Security Agreement (First Investors Financial Services Group Inc)

Other Costs, Expenses and Related Matters. The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Company, the Bank Investors, the Collateral Agent, the Agent and the Administrative Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentCompany or any Bank Investor) incurred by or on behalf of the Company, any Bank Investor, the Collateral Agent, the Agent or the Administrative Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement, the Note and the Security Agreement and any documents or instruments delivered pursuant hereto other Transaction Document and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Note and the Security Agreement, (b) arising in connection with the Collateral AgentCompany's, any Bank Investor's or its any of their agent's agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this AgreementAgreement (all of such amounts, collectively, "Transaction Costs").

Appears in 1 contract

Samples: Note Purchase Agreement (Union Acceptance Corp)

Other Costs, Expenses and Related Matters. The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Company, the Bank Investors, the Collateral Agent, the Agent and the Administrative Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentCompany or any Bank Investor) incurred by or on behalf of the Company, any Bank Investor, the Collateral Agent, the Agent or the Administrative Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement, the Note and the Security Agreement and any documents or instruments delivered pursuant hereto or thereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Note and the Security Agreement, (b) arising in connection with the Collateral AgentCompany's or its agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this AgreementAgreement (all of such amounts, collectively, "TRANSACTION COSTS").

Appears in 1 contract

Samples: Note Purchase Agreement (Credit Acceptance Corporation)

Other Costs, Expenses and Related Matters. The Debtor Each ----------------------------------------- Originator agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Agent Buyer harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentBuyer) incurred by or on behalf of the Collateral Agent Buyer (i) in connection with the negotiation, execution, delivery and preparation of this Agreement and any documents or instruments delivered pursuant hereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the CollateralReceivables originated by such Originator) and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, (b) arising in connection with the Collateral AgentBuyer's or its agent's agents' enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral Receivables originated by such Originator under this Agreement), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.Agreement (all of such amounts, collectively, "Transaction Costs"). -----------------

Appears in 1 contract

Samples: Receivables Purchase Agreement (Mattel Inc /De/)

Other Costs, Expenses and Related Matters. The Debtor Transferor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Company, the Bank Investors and the Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's accountants' and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral Company, the Bank Investors and/or the Agent) or intangible, documentary or recording taxes incurred by or on behalf of the Collateral Company, any Bank Investor and the Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby (includingor thereby, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and (ii) from time to time (a) relating to any amendments, waivers or consents under this AgreementAgreement and the other Transaction Documents, (b) arising in connection with the Collateral Company's, any Bank Investor's, the Agent's or its agentthe Collateral Agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this Agreement)rights, or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this AgreementAgreement or any of the other Transaction Documents (all of such amounts, collectively, "Transaction Costs").

Appears in 1 contract

Samples: Transfer and Administration Agreement (Nordstrom Inc)

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Other Costs, Expenses and Related Matters. The Debtor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Agent and the Secured Party harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral Agent) incurred by or on behalf of the Collateral Agent (ia) in connection with the negotiation, execution, delivery and preparation of this Agreement and any documents or instruments delivered pursuant hereto and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and (iib) from time to time (ai) relating to any amendments, waivers or consents under this Agreement, (bii) arising in connection with the Collateral Agent's or its the Secured Party's or their agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this Agreement), or (ciii) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.

Appears in 1 contract

Samples: Security Agreement (First Investors Financial Services Group Inc)

Other Costs, Expenses and Related Matters. The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Certificateholders and the Funding Agent harmless against liability for the payment of, all reasonable and necessary out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's accountants' and other third parties' fees and expenses) or intangible, any filing fees and expenses incurred by officers documentary or employees of the Collateral Agent) recording taxes incurred by or on behalf of any Certificateholder and the Collateral Funding Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement Agreement, the other Transaction Documents and any documents or instruments delivered pursuant hereto and thereto and the transactions contemplated hereby or thereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Pledged Collateral) and (ii) from time to time (a) relating to any amendments, waivers or consents under this AgreementAgreement and the other Transaction Documents, (b) arising in connection with the Collateral Agentany Certificateholder's or its agentthe Funding Agent's enforcement or preservation of rights (including, without limitation, the perfection and protection pro- tection of the Collateral Agent's security interest in the Collateral Transferred Interest under this Agreement), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this AgreementAgreement or any of the other Transaction Documents (all of such amounts, collectively, "TRANSACTION COSTS").

Appears in 1 contract

Samples: Installment Face Amount Certificate Agreement (Arm Financial Group Inc)

Other Costs, Expenses and Related Matters. (a) The Debtor agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Collateral Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral Agent) incurred by or on behalf of the Collateral Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement and any documents or instruments delivered pursuant hereto and the transactions contemplated hereby (including, without limitation, the perfection or protection protec- tion of the Collateral Agent's security interest in the Collateral) and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, (b) arising in connection with the Collateral Agent's or its agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this Agreement), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving this Agreement.

Appears in 1 contract

Samples: Security Agreement (Union Acceptance Corp)

Other Costs, Expenses and Related Matters. The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save hold the Company, the Bank Investors, the Collateral Agent, the Agent and the Administrative Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentCompany or any Bank Investor) incurred by or on behalf of the Company, any Bank Investor, the Collateral Agent, the Agent or the Administrative Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement, the Note and the Security Agreement and any documents or instruments delivered pursuant hereto other Transaction Document and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Note and the Security Agreement, (b) arising in connection with the Collateral AgentCompany's, any Bank Investor's or its any of their agent's agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving involv ing this AgreementAgreement (all of such amounts, collectively, "Transaction Costs").

Appears in 1 contract

Samples: Note Purchase Agreement (Union Acceptance Corp)

Other Costs, Expenses and Related Matters. The Debtor Issuer agrees, upon receipt of a written invoice, to pay or cause to be paid, and to save the Company, the Bank Investors, the Collateral Agent, the Agent and the Administrative Agent harmless against liability for the payment of, all reasonable out-of-pocket expenses (including, without limitation, all reasonable attorneys', accountant's and other third parties' fees and expenses, any filing fees and expenses incurred by officers or employees of the Collateral AgentCompany or any Bank Investor) incurred by or on behalf of the Company, any Bank Investor, the Collateral Agent, the Agent or the Administrative Agent (i) in connection with the negotiation, execution, delivery and preparation of this Agreement, the Note and the Security Agreement and any documents or instruments delivered pursuant hereto other Transaction Document and the transactions contemplated hereby (including, without limitation, the perfection or protection of the Collateral Agent's security interest in the Collateral) and thereby and (ii) from time to time (a) relating to any amendments, waivers or consents under this Agreement, the Note and the Security Agreement, (b) arising in connection with the Collateral AgentCompany's, any Bank Investor's or its any of their agent's agent's enforcement or preservation of rights (including, without limitation, the perfection and protection of the Collateral Agent's security interest in the Collateral under this AgreementCollateral), or (c) arising in connection with any audit, dispute, disagreement, litigation or preparation for litigation involving involv ing this AgreementAgreement (all of such amounts, collectively, "Transaction Costs").

Appears in 1 contract

Samples: Note Purchase Agreement (Union Acceptance Corp)

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