PAYMENT FOR EXPENSES. The Guarantors shall pay (within thirty (30) days after any invoice or other statement or notice) all costs and expenses incurred by any Secured Party or any of their affiliates, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, judgment and tax lien searches and wire transfer fees), (c) all audit fees and expenses, (d) all of the Secured Parties’ attorneys’ fees and expenses, but only to the extent incurred after a Guarantor Default or incurred in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations or to enforce the Guaranty or this Agreement or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Collateral Agent for the benefit of the Secured Parties in any of the Guaranty Collateral, whether through judicial proceedings or otherwise, (v) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Parties’ transactions with the Guarantors unless there is a final, non-appealable judgment by a court which finds the applicable Secured Party to have acted in gross negligence or willful misconduct in connection therewith, or (vi) any modification, restatement, supplement, amendment, waiver or extension of this Agreement, the Guaranty or any related agreement, document or instrument, and all of the same may and shall be part of the Secured Guaranty Obligations.
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Samples: Security Agreement (Manchester Inc), Security Agreement (Manchester Inc)
PAYMENT FOR EXPENSES. The Guarantors Borrowers shall pay (on the date of the initial funding of the Loans and, thereafter, within thirty (30) days after any invoice or other statement or notice) ), all costs and expenses incurred by any Secured Party Lender Parties or any of their affiliatesaffiliates in connection with the transactions contemplated by the Loan Documents, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, (i) UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, (ii) judgment and tax lien searches and searches, (iii) wire transfer feesfees and (iv) any documentary, filing or stamp taxes in connection with any grant or perfections of Administrative Agent’s and Additional Collateral Agent’s Liens on the Collateral), (c) all audit fees and expenses, (d) all of the Secured Lender Parties’ attorneys’ fees and expenses, but only to the extent incurred by a Lender Party or any of its affiliates after a Guarantor Default or Event of Default or incurred by a Lender Party in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations Indebtedness or to enforce the Guaranty or this Agreement any Loan Document or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) entering into, negotiating, preparing, reviewing and executing this Agreement and the other Loan Documents and all related agreements, documents and instruments, (iii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Administrative Agent’s and/or Additional Collateral Agent Agent’s Liens, for the benefit of the Secured Parties Lender Parties, in any of the Guaranty CollateralCollateral or securities pledged under the Loan Documents, whether through judicial proceedings or otherwise, (viv) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Lender Parties’ transactions with the Guarantors any Borrower unless there is a final, non-appealable final judgment by a court which finds the applicable Secured such Lender Party to have acted in gross negligence or willful misconduct in connection therewith, or (viv) any modification, restatement, supplement, amendment, waiver waiver, forbearance or extension of this Agreement, the Guaranty Agreement or any other Loan Document or any related agreement, document or instrument, and all of the same may be charged to Borrowers’ account and shall be part of the Secured Guaranty ObligationsIndebtedness. Each Borrower hereby further agrees to pay all of each Custodian’s fees and expenses owing under the Custodian Agreements.
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Samples: Loan and Security Agreement (Carbiz Inc), Loan and Security Agreement (Carbiz Inc)
PAYMENT FOR EXPENSES. The Guarantors Borrowers shall pay (on the date of the initial funding of the Loan, and thereafter, within thirty (30) days after any invoice or other statement or notice) all costs and expenses incurred by any Secured Party Lender Parties or any of their affiliatesaffiliates in connection with the transactions contemplated by the Loan Documents, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, (i) UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, (ii) judgment and tax lien searches and searches, (iii) wire transfer feesfees and (iv) any documentary, filing or stamp taxes in connection with any grant or perfections of Administrative Agent’s Liens on the Collateral), (c) all audit fees and expenses, (d) all of the Secured Lender Parties’ attorneys’ fees and expenses, but only to the extent incurred by a Lender Party or any of its affiliates after a Guarantor Default or Event of Default or incurred by a Lender Party in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations Indebtedness or to enforce the Guaranty or this Agreement any Loan Document or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) entering into, negotiating, preparing, reviewing and executing this Agreement and the other Loan Documents and all related agreements, documents and instruments, (iii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Collateral Agent Administrative Agent’s Liens, for the benefit of the Secured Parties Lender Parties, in any of the Guaranty CollateralCollateral or securities pledged under the Loan Documents, whether through judicial proceedings or otherwise, (viv) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Lender Parties’ transactions with the Guarantors Borrower unless there is a final, non-appealable final judgment by a court which finds the applicable Secured such Lender Party to have acted in gross negligence or willful misconduct in connection therewith, or (vi) any modification, restatement, supplement, amendment, waiver waiver, forbearance or extension of this Agreement, the Guaranty Agreement or any other Loan Document or any related agreement, document or instrument, and all of the same may be charged to Borrowers’ account and shall be part of the Secured Guaranty ObligationsIndebtedness. Borrowers hereby further agree to pay all of the Custodian’s fees and expenses owing under the Custodian Agreement.
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PAYMENT FOR EXPENSES. The Guarantors Borrowers shall pay (on the date of the initial funding of the Loans and, thereafter, within thirty (30) days after any invoice or other statement or notice) ), all costs and expenses incurred by any Secured Party Lender or any of their affiliatesaffiliates in connection with the transactions contemplated by the Loan Documents, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, (i) UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, (ii) judgment and tax lien searches and searches, (iii) wire transfer feesfees and (iv) any documentary, filing or stamp taxes in connection with any grant or perfections of Lender’s Liens on the Collateral), (c) all audit fees and expenses, (d) all of the Secured Parties’ Lender’s attorneys’ fees and expenses, but only to the extent incurred by Lender or any of its affiliates after a Guarantor Default or Event of Default or incurred by Lender in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations Indebtedness or to enforce the Guaranty or this Agreement any Loan Document or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) entering into, negotiating, preparing, reviewing and executing this Agreement and the other Loan Documents and all related agreements, documents and instruments, (iii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Collateral Agent Lender’s Liens, for the benefit of the Secured Parties Lender, in any of the Guaranty CollateralCollateral or securities pledged under the Loan Documents, whether through judicial proceedings or otherwise, (viv) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Parties’ Lender’s transactions with the Guarantors any Borrower unless there is a final, non-appealable final judgment by a court which finds the applicable Secured Party Lender to have acted in gross negligence or willful misconduct in connection therewith, or (viv) any modification, restatement, supplement, amendment, waiver waiver, forbearance or extension of this Agreement, the Guaranty Agreement or any other Loan Document or any related agreement, document or instrument, and all of the same may be charged to Borrowers’ account and shall be part of the Secured Guaranty ObligationsIndebtedness. Each Borrower hereby further agrees to pay all of each Custodian’s fees and expenses owing under the Custodian Agreements.
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PAYMENT FOR EXPENSES. The Guarantors Borrower shall pay (on the date of the initial funding of the Loans, and thereafter, within thirty (30) days after any invoice or other statement or notice) all costs and expenses incurred by any Secured Party or any of their affiliates, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, judgment and tax lien searches and wire transfer fees), (c) all audit fees and expenses, and (d) all of the Secured Parties’ attorneys’ fees and expenses, but only to the extent incurred after a Guarantor Default or incurred expenses in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations Indebtedness or to enforce the Guaranty or this Agreement Agreement, any other Loan Document or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Collateral Agent for the benefit of the Secured Parties Lender in any of the Guaranty Collateral, whether through judicial proceedings or otherwise, (v) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Parties’ transactions with the Guarantors Borrower or the Related Parties unless there is a final, non-appealable judgment judgement by a court which finds the applicable Secured Party to have acted in gross negligence or willful misconduct in connection therewith, or (vi) any modification, restatement, supplement, amendment, waiver or extension of this Agreement, the Guaranty any other Loan Document or any related agreement, document or instrument, instrument and all of the same may and shall be part of the Secured Guaranty ObligationsIndebtedness. Borrower hereby further agrees to pay all of the Custodian’s fees and expenses owing under the Custodial Agreement and all of the Collateral Agent’s fees and expenses pursuant to the Collateral Agent Fee Letter.
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PAYMENT FOR EXPENSES. The Guarantors Borrowers shall pay (on the date of the initial funding of the Loans and, thereafter, within thirty (30) days after any invoice or other statement or notice) ), all costs and expenses incurred by any Secured Party Lender or any of their affiliatesaffiliates in connection with the transactions contemplated by the Loan Documents, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, (i) UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, (ii) judgment and tax lien searches and searches, (iii) wire transfer feesfees and (iv) any documentary, filing or stamp taxes in connection with any grant or perfections of Lender’s Liens on the Collateral), (c) all audit fees and expenses, (d) all of the Secured Parties’ Lender’s attorneys’ fees and expenses, but only to the extent incurred by Lender or any of its affiliates after a Guarantor Default or Event of Default or incurred by Lender in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations Indebtedness or to enforce the Guaranty or this Agreement any Loan Document or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) entering into, negotiating, preparing, reviewing and executing this Agreement and the other Loan Documents and all related agreements, documents and instruments, (iii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Collateral Agent Lender’s Liens, for the benefit of the Secured Parties Lender, in any of the Guaranty CollateralCollateral or securities pledged under the Loan Documents, whether through judicial proceedings or otherwise, (viv) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Parties’ Lender’s transactions with the Guarantors any Borrower unless there is a final, non-appealable final judgment by a court which finds the applicable Secured Party Lender to have acted in gross negligence or willful misconduct in connection therewith, or (viv) any 1091435_13.DOC modification, restatement, supplement, amendment, waiver waiver, forbearance or extension of this Agreement, the Guaranty Agreement or any other Loan Document or any related agreement, document or instrument, and all of the same may be charged to Borrowers’ account and shall be part of the Secured Guaranty ObligationsIndebtedness. Each Borrower hereby further agrees to pay all of each Custodian’s fees and expenses owing under the Custodian Agreements.
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PAYMENT FOR EXPENSES. The Guarantors Borrower shall pay (on the date of the initial funding of the Loan, and thereafter, within thirty (30) days after any invoice or other statement or notice) all costs and expenses incurred by any Secured Party or any of their affiliates, including, without limitation, (a) all documentation and diligence fees and expenses, (b) all search, appraisal, recording, professional and filing fees and expenses and all other out-of-pocket charges and expenses (including, without limitation, UCC and judgment and tax lien searches and UCC filings and fees for post-closing UCC, judgment and tax lien searches and wire transfer fees), (c) all audit fees and expenses, and (d) all of the Secured Parties’ attorneys’ fees and expenses, but only to the extent incurred after a Guarantor Default or incurred expenses in connection with (i) any effort to enforce, protect or collect payment of any Secured Guaranty Obligations Indebtedness or to enforce the Guaranty or this Agreement Agreement, any other Loan Document or any related agreement, document or instrument, or effect collection hereunder or thereunder, (ii) instituting, maintaining, preserving, enforcing and foreclosing on the Liens of the Collateral Agent for the benefit of the Secured Parties Lender in any of the Guaranty Collateral, whether through judicial proceedings or otherwise, (v) defending or prosecuting any actions, claims or proceedings arising out of or relating to the Secured Parties’ transactions with the Guarantors Borrower or the Related Parties unless there is a final, non-appealable judgment judgement by a court which finds the applicable Secured Party to have acted in gross negligence or willful misconduct in connection therewith, or (vi) any modification, restatement, supplement, amendment, waiver or extension of this Agreement, the Guaranty any other Loan Document or any related agreement, document or instrument, instrument and all of the same may and shall be part of the Secured Guaranty ObligationsIndebtedness. Borrower hereby further agrees to pay all of the Custodian’s fees and expenses owing under the Custodial Agreement and all of the Collateral Agent’s fees and expenses pursuant to the Collateral Agent Fee Letter.
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