Common use of Reimbursement by Xxxxxxx Clause in Contracts

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to the extent that the Loan Parties for any reason fail to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by it, each Lender severally agrees to pay to the Agent (or any such sub-agent), the L/C Issuer or such Related Party, as the case may be, such Lender’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 2.4 to be paid by itit to the Collateral Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Collateral Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage pro rata share (determined based upon the percentages as used in determining the Required Lenders as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Collateral Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, such or against any Related Party of any of the foregoing acting for the Collateral Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to the extent that the Loan Parties If any Borrowers for any reason fail fails to indefeasibly pay when due any amount that it is required to pay under subsection (aSection 10.04(a) or 10.04(b) to any Agent (bor any sub-agent thereof) or any Related Party of this Section to be paid by itany of the foregoing, each Lender severally agrees to pay to the any Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable pro rata share (based on its Percentage Shares (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount; provided, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.10(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties any Credit Party for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by itit to the Collateral Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Collateral Agent (or any such sub-agent), the L/C Issuer or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage ratable share (determined as of the time that the applicable unreimbursed expense or indemnity payment is soughtsought based on the proportion that the Loans held by such Lender bears to all outstanding the Loans) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Collateral Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Collateral Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 9.5 to be paid by itit to any Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the such Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the any Loan Parties Party for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a1) or (b2) of this Section to be paid by itit to the Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c3) are subject to the other provisions of Section 2.12(d)this Agreement concerning several liability of the Lenders.

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection clause (a) or (b) of this Section 10.04 to be paid by itit to any Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the such Agent (or any such sub-agent), the L/C Issuer or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agentagent thereof) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection clause (c) are subject to the provisions of Section 2.12(d2.11(g).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 2.4 to be paid by itit to the Collateral Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Collateral Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage pro rata share (determined based upon the percentages as used in determining the Required Lenders as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Collateral Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, such or against any Related Party of any of the foregoing acting for the Collateral Agent (or any such sub-sub- agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection (a) or (b) of this Section 9.5 to be paid by itit to any Agent (or any sub-agent thereof), and any Issuing Bank or any Related Party of any of the foregoing, each Lender severally agrees to pay to the such Agent (or any such sub-agent), the L/C Issuer such Issuing Bank or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agent) or the L/C Issuer such Issuing Bank in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agent) or L/C Issuer such Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section 10.03 to be paid by itit to the Agents (or any sub-agent thereof), or any Related Party of any of the foregoing, each Lender and Issuing Bank severally agrees to pay to the such Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage pro rata share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that (i) the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agent) or the L/C Issuer in its capacity as such), or against any Related Party of any of the foregoing acting for the Agent such Administrative (or any such sub-agent) or L/C Issuer in connection with such capacity). The obligations For purposes hereof, a Lender’s “pro rata share” shall be determined based upon its share of the Lenders under this subsection (c) are subject to sum of the provisions of Section 2.12(d)total LC Exposure, outstanding Loans and unused Commitments at the time.

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to the extent that the Loan Parties If any Borrowers for any reason fail fails to indefeasibly pay when due any amount that it is required to pay under subsection (aSection 10.04(a) or 10.04(b) to any Agent (bor any sub-agent thereof) or any Related Party of this Section to be paid by itany of the foregoing, each Lender severally agrees to pay to the any Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such Lender’s Applicable Xxxxxx's pro rata share (based on its Percentage Shares (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount; provided, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.10(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a1) or (b2) of this Section to be paid by itit to the Administrative Agent (or any sub-Administrative Agent thereof), the Collateral Agent (or any sub-Collateral Agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Administrative Agent (or any such sub-agentAdministrative Agent), the L/C Issuer - 116 - LEGAL_1:80104424.8 Collateral Agent (or any such sub-Collateral Agent) or such Related Party, as the case may be, such Lender’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent (or any such sub-agentAdministrative Agent) or the L/C Issuer Collateral Agent (or any such sub-Collateral Agent), as applicable, in its capacity as such, or against any Related Party of any of the foregoing acting for the Administrative Agent (or any such sub-agentAdministrative Agent) or L/C Issuer the Collateral Agent (or any such sub-Collateral Agent), as applicable, in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties for any reason fail indefeasibly to indefeasibly pay any amount required under subsection (a) or (b) of this Section to be paid by itit or them to any Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the applicable Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the applicable Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the applicable Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection (c) are subject to the provisions of Section 2.12(d2.10(d).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by itit to the Administrative Agent (or any agent or sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the any Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the applicable Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agentsubagent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c) are subject to the provisions of Section 2.12(d)several and not joint.

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection Subsection (a) or (b) of this Section to be paid by itit to any Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the such Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the such Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the such Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection clause (ce) are subject to the provisions of Section 2.12(d)2.14.

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by itit to the Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection LEGAL_1:81779606.19 BMO – BNS - Berkshire –Credit Agreement paragraph (ca) are subject to the other provisions of Section 2.12(d)this Agreement concerning several liability of the Lenders.

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Parent or the Borrowers for any reason fail to indefeasibly pay any amount required under subsection paragraph (a1) or (b2) of this Section to be paid by itit to the Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection paragraph (c3) are subject to the other provisions of Section 2.12(d)this Agreement concerning several liability of the Lenders.

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties Borrower for any reason fail fails to indefeasibly pay any amount required under subsection (a) Sections 11.04 or (b) of this Section 11.05 to be paid by itit to the Agent (or any sub-agent thereof), the Issuing Bank or any Agent-Related Party, each Lender severally agrees to pay to the Agent (or any such sub-agent), the L/C Issuer Issuing Bank or such Agent-Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage Pro Rata Share (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, ; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Agent (or any such sub-agent) or the L/C Issuer Issuing Bank in its capacity as such, or against any Agent-Related Party of any of the foregoing acting for the Agent (or any such sub-agent) or L/C Issuer Issuing Bank in connection with such capacity. The obligations of the Lenders under this subsection (c) Section 10.13 are subject to the provisions of Section 2.12(d2.13(b).

Reimbursement by Xxxxxxx. Without limiting their obligations under Section 9.14 hereof, to To the extent that the Loan Parties a Borrower for any reason fail fails to indefeasibly pay any amount required under subsection paragraph (a) or (b) of this Section to be paid by itit to the Agent (or any sub-agent thereof) or any Related Party of any of the foregoing, each Lender severally agrees to pay to the Agent (or any such sub-agent), the L/C Issuer ) or such Related Party, as the case may be, such LenderXxxxxx’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount, provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Agent (or any such sub-agent) or the L/C Issuer in its capacity as such, or against any Related Party of any of the foregoing acting for the Agent (or any such sub-agent) or L/C Issuer in connection with such capacity. The obligations of the Lenders under this subsection paragraph (ca) are subject to the other provisions of Section 2.12(d)this Agreement concerning several liability of the Lenders.