Reimbursement by the Company. In connection with each Registration, the Company shall reimburse the Holders covered by such Registration for the reasonable fees and disbursements of one counsel chosen by the Holders of a majority of the Registrable Securities covered by such Registration.
Reimbursement by the Company. The Company shall on the later of:
(i) the date of demand by the Bank; and
(ii) the latest date the Bank is obliged to make payment under the relevant Guarantee following a demand by the Bank Purchasing Agent on behalf of the beneficiaries under such Guarantee, pay to the Bank an amount equal to the amount of any Claim.
Reimbursement by the Company. The Company agrees to reimburse the Issuing Bank in immediately available funds for any payment made by the Issuing Bank under any Letter of Credit issued for the account of the Company, all as may be further set forth in the Letter of Credit Documents. In the event of any conflict between this Agreement and the Letter of Credit Documents, the Letter of Credit Documents shall prevail.
Reimbursement by the Company. (a) The Company and the Owner hereby jointly and severally agree to reimburse the Priority L/C Issuer on each date on which the Priority L/C Issuer notifies the Company or, if the Owner is the account party, the Owner of the date and amount of a draft presented under any Priority L/C and paid by the Priority L/C Issuer for the amount of such draft so paid. Each such payment shall be made without set-off or counterclaim to the Priority Agent for the account of the Priority L/C Issuer as provided in Section 2.9(b) of this Agreement in lawful money of the United States and in immediately available funds.
(b) Interest shall be payable on Priority L/C Reimbursement Obligations and any and all other amounts remaining unpaid by the Company or the Owner under this Section from the date such amounts become payable until payment in full at the Priority Overdue Rate with respect to Priority Loans.
(c) Each drawing under a Priority L/C shall constitute a request by the Company or the Owner (as provided in Section 8 of this Agreement) for a borrowing pursuant to Section 2.1 of this Agreement of Priority Loans in the amount of such drawing. The Priority Borrowing Date with respect to such borrowing shall be the date of payment by the Priority L/C Issuer of such drawing. If the conditions to such borrowing are met or waived in accordance with Section 4.2 of this Agreement, the proceeds of such borrowing shall be applied to finance the Priority L/C Reimbursement Obligation as and when the same arises.
Reimbursement by the Company. The Company agrees to reimburse the Facing Bank as follows for Drawings under a Letter of Credit honored by the Facing Bank:
(i) The Company agrees to pay to the Agent, for the account of the Facing Bank, no later than 3:00 p.m. (San Francisco time) on the first Business Day following the date on which the Facing Bank notifies the Company of a Drawing in an amount equal to the amount of each such Drawing; or
(ii) if (A) the Company has not reimbursed the Facing Bank pursuant to subsection (i) above and (B) the applicable conditions set forth in Article 6. have been fulfilled and (C) the Aggregate Available Revolving Commitments in effect at such time exceed the amount of the Drawing to be reimbursed, the Company agrees to cause the Facing Bank to be reimbursed with the proceeds of a Revolving Credit Loan.
Reimbursement by the Company. The Company may reimburse The Heritage Group for Costs in Common Units or cash or a combination of the two. If The Heritage Group is to be reimbursed in Common Units, the Company shall issue to The Heritage Group or its designated affiliate a number of Common Units equal to the quotient of (i) the total value of reimbursement owed to The Heritage Group divided by (ii) the price of one Common Unit at fair market value as reasonably determined by the Company. In connection with any such issuance, the parties shall execute customary documentation, including a subscription agreement. Upon request, either party will provide to the other party supporting documentation or other information relevant to the Costs.
Reimbursement by the Company. If (i) the Investor, other than by reason of its gross negligence, willful misconduct, misrepresentation or violation of law, rule or regulation (an "Investor Factor"), becomes involved in any capacity in any action, proceeding or investigation brought by any stockholder of the Company, in connection with or as a result of the consummation of the transactions contemplated by this Agreement, or if the Investor is impleaded in any such action, proceeding or investigation by any Person, or (ii) the Investor, other than by reason of any Investor Factor, or by reason of its trading of the Parent Common Stock in a manner that is illegal under the federal securities laws, becomes involved in any capacity in any action, proceeding or investigation brought by the Securities and Exchange Commission against or involving the Company or in connection with or as a result of the consummation of the transactions contemplated by this Agreement, or if the Investor is impleaded in any such action, proceeding or investigation by any Person, then in any such case, the Company will reimburse the Investor for its reasonable legal and other expenses (including the cost of any investigation and preparation) incurred in connection therewith, as such expenses are incurred. In addition, other than with respect to any matter in which the Investor is a named party, the Company will reimburse the Investor for reasonable internal and overhead costs for the time of any officers or employees of the Investor devoted to appearing and preparing to appear as witnesses, assisting in preparation for hearings, trials or pretrial matters, or otherwise with respect to inquiries, hearing, trials, and other proceedings relating to the subject matter of this Agreement. The reimbursement obligations of the Company under this paragraph shall be in addition to any liability which the Company may otherwise have (other than matters specifically addressed in the Registration Rights Agreement, which shall be governed solely by that agreement), shall extend upon the same terms and conditions to any Affiliates of the Investor who are actually named in such action, proceeding or investigation, and partners, directors, agents, employees and controlling Persons (if any), as the case may be, of the Investor and any such Affiliate, and shall be binding upon and inure to the benefit of any successors, assigns, heirs and Personal representatives of the Company, the Investor, any such Affiliate and any such Person. Th...
Reimbursement by the Company. In addition to its other obligations under Section 7(a) hereof, the Company and each Selling Stockholder, severally and not jointly, agree that, as an interim measure during the pendency of any claim, action, investigation, inquiry or other proceeding arising out of or based upon (i) any statement or omission or any alleged statement or omission, (ii) any act or failure to act or any alleged act or failure to act of the Company (in the case of the Company) or such Selling Stockholder (in the case of such Selling Stockholder) or (iii) any breach or inaccuracy in the representations and warranties of the Company (in the case of the Company) or such Selling Stockholder (in the case of such Selling Stockholder), they will reimburse each Underwriter on a quarterly basis for all reasonable legal or other expenses incurred in connection with investigating or defending any such claim, action, investigation, inquiry or other proceeding, notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligation of the Company or the Selling Stockholders, as the case may be, to reimburse each Underwriter for such expenses and the possibility that such payments might later be held to have been improper by a court of competent jurisdiction. To the extent that any such interim reimbursement payment is so held to have been improper, each Underwriter shall promptly return it to the Company or the Selling Stockholders as applicable, together with interest, compounded daily, determined on the basis of the prime rate (or other commercial lending rate for borrowers of the highest credit standing) announced from time to time by Bank of America, San Francisco, California (the "Prime Rate"). Any such interim reimbursement payments which are not made to an Underwriter within thirty (30) days of a request for reimbursement shall bear interest at the Prime Rate from, in the case of the Company, the due date for such reimbursement and, in the case of the Selling Stockholders, one hundred twenty (120) days after the due date for such reimbursement.
Reimbursement by the Company. Holdings will (or will cause the Company) to reimburse the Servicer for such expense as the Servicer may incur on behalf of Holdings and the Company, other than the Covered Expenses. The Servicer may rely upon, in its discretion, the advice of legal counsel to Holdings or the Company in connection with the performance of its activities on behalf of Holdings and the Company hereunder, and Holdings and the Company shall bear full responsibility therefor and for the expense of any fees and disbursements arising therefrom; provided, however, that the provisions of Section 9 shall govern any claim for exculpation or indemnification made by the Servicer.
Reimbursement by the Company. In the event that any amount is paid from the Trust Fund to bankruptcy creditors of any Company pursuant to Section 16, the Trustee shall demand and the Company shall contribute to the Trust a sum equal to the amount paid by the Trust to such creditors. The Trustee shall pursue such demand vigorously through all reasonably available means. Any such amount recovered by the Trustee shall be allocated among the Executive's Accounts in accordance with the ratio in which such Accounts were reduced pursuant to Section 16.1 hereof.
