Common use of Reimbursement of Expenses and Indemnity Clause in Contracts

Reimbursement of Expenses and Indemnity. Section 12.1 Reimbursement of Expenses All statements, reports, certificates, opinions and other documents or information required to be furnished to the Administrative Agent, any Lender or any other Finance Party by any Loan Party under this Agreement and the other Loan Documents shall be supplied without cost to all such parties. Furthermore, whether or not any of the transactions contemplated herein are consummated, the Borrower agrees to reimburse promptly to the Administrative Agent for itself and for the account of the other Finance Parties on demand, all of the reasonable fees, costs and expenses of the Administrative Agent's Counsel and all of the Administrative Agent's and the Arrangers' other reasonable fees, costs and other out-of-pocket expenses (including transportation, computer, duplication, appraisal, audit, insurance, consultant, notaries and search, and all tax on goods and services) incurred from time to time in the preparation, negotiation, execution and registration, if applicable, of the Loan Documents and the related documents, and the operation of the Credit Facility, including, without limitation, in considering and making amendments to, or waivers, releases or discharges in respect of, the Loan Documents (whether or not such amendments, waivers, releases or discharges are completed or carried into effect) and, after discussion with QPI, in respect of any other matter, together with all reasonable expenses incurred in the due diligence and syndication (including printing, distribution and bank meetings) in connection with the Credit Facility. In addition, the Borrower agrees to pay all of such reasonable legal fees, costs and expenses (and tax on goods and services in respect thereof) of the Administrative Agent and each of the Lenders incurred in the enforcement of the Loan Documents and of any other document to be executed and issued as provided herein and in the other Loan Documents. Each Borrower will reimburse the Administrative Agent and the Lenders within 30 days after written request is made, with interest after such 30 day period at a rate per annum equal to the US Prime Rate plus the Applicable Margin for US Prime Rate Loans at such time increased by 2% per annum, for any and all expenditures which the Administrative Agent or the Lenders may from time to time make, lay out or expend pursuant to this Section 12.1 and in providing such protection in respect of insurance, discharge of Liens, Taxes, dues, assessments, governmental charges, fines and penalties lawfully imposed, repairs, Counsel's fees and other matters as the Loan Parties are obligated in the Loan Documents to provide, but fail to provide after written request is made. Such obligations to reimburse the Administrative Agent and the Lenders shall be an additional indebtedness due from the Borrower and shall be payable by the Borrower within 30 days of demand. The Administrative Agent and the Lenders though privileged so to do shall be under no obligation to the Borrower to make any such expenditure and the making thereof by the Administrative Agent or Lender shall not relieve the Borrower of any default in that respect.

Reimbursement of Expenses and Indemnity. Section 12.1 Reimbursement of Expenses SECTION 13.1 - REIMBURSEMENT OF EXPENSES ------------------------------------------------------ All statements, reports, certificates, opinions and other documents or information required to be furnished to the Administrative Agent, any Lender Lenders or any either of the Lenders by the Borrower or the other Finance Party by any Loan Party Credit Parties under this Agreement and the other Loan Credit Documents shall be supplied without cost to all such partiesthe Lenders. Furthermore, whether or not any of the transactions contemplated herein are consummated, the Borrower agrees to reimburse promptly to the Administrative Agent for itself and for the account Lenders or either of the other Finance Parties Lenders on demand, all of the Lenders' reasonable fees, costs and expenses of the Administrative Agent's Counsel and all of the Administrative Agent's and the Arrangers' other reasonable legal fees, costs and other out-of-pocket expenses (including transportation, computer, duplication, appraisal, audit, insurance, consultant, notaries and search, and all tax on goods and servicesservices in respect thereof) incurred from time to time in the preparation, negotiation, execution and execution, registration, if applicable, and operation of the Loan Documents this Agreement and the related documents, including the Subsidiary Guarantees and the operation of the Credit Facility, including, without limitation, in considering and making amendments to, or waivers, releases or discharges in respect of, the Loan Documents (whether or not such amendments, waivers, releases or discharges are completed or carried into effect) and, after discussion with QPI, in respect of any other matter, together with all reasonable expenses incurred in the due diligence and syndication (including printing, distribution and bank meetings) in connection with the Credit FacilityCollateral Documents. In addition, the Borrower agrees to pay all of such reasonable legal fees, costs and expenses (and tax on goods and services in respect thereof) of the Administrative Agent and each of the Lenders incurred in the enforcement of the Loan Documents this Agreement and of any other document to be executed and issued as provided herein herein, including the Subsidiary Guarantees and in the other Loan Collateral Documents. Each The Borrower will reimburse the Administrative Agent Lenders and the Lenders within 30 days after written request is made, either of them promptly with interest after such 30 day period written demand at a rate per annum equal to the US Prime Rate plus the Applicable Margin for US Prime Rate Loans at such time increased by 2% per annum, applicable rate set forth in Section 4.2 for any and all expenditures which the Administrative Agent Lenders or the Lenders either of them may from time to time make, lay out or expend pursuant to this Section 12.1 13.1 and in providing such protection in respect of insurance, discharge of Liens, Taxes, dues, assessments, governmental charges, fines and penalties lawfully imposed, repairs, Counselattorney's fees and other matters as the Loan Parties are Borrower or any other Credit Party is obligated herein or in the Loan Documents any other Credit Document to provide, but fail fails to provide after written request is madeprovide. Such reimbursement obligations to reimburse the Administrative Agent and the Lenders shall be an additional indebtedness Indebtedness due from the Borrower and shall be payable by the Borrower within 30 days of on demand. The Administrative Agent and the Lenders though privileged so to do do, shall be under no obligation to the Borrower to make any such expenditure and the making thereof by the Administrative Agent or a Lender shall not relieve the Borrower or any other Credit Party of any default in that respect.

Reimbursement of Expenses and Indemnity. Section 12.1 Reimbursement of Expenses All statements, reports, certificates, opinions and other documents or information required to be furnished to the Administrative Agent, any Lender or any other Finance Party by any Loan Party under this Agreement and the other Loan Documents shall be supplied without cost to all such parties. Furthermore, whether or not any of the transactions contemplated herein are consummated, the Borrower agrees to reimburse promptly to the Administrative Agent for itself and for the account of the other Finance Parties on demand, all of the reasonable fees, costs and expenses of the Administrative Agent's Counsel and all of the Administrative Agent's and the Arrangers' other reasonable fees, costs and other out-of-pocket expenses (including transportation, computer, duplication, appraisal, audit, insurance, consultant, notaries and search, and all tax on goods and services) incurred from time to time in the preparation, negotiation, execution and registration, if applicable, of the Loan Documents and the related documents, and the operation of the Credit FacilityFacilities, including, without limitation, in considering and making amendments to, or waivers, releases or discharges in respect of, the Loan Documents (whether or not such amendments, waivers, releases or discharges are completed or carried into effect) and, after discussion with QPI, in respect of any other matter, together with all reasonable expenses incurred in the due diligence and syndication (including printing, distribution and bank meetings) in connection with the Credit FacilityFacilities. In addition, the Borrower agrees to pay all of such reasonable legal fees, costs and expenses (and tax on goods and services in respect thereof) of the Administrative Agent and each of the Lenders incurred in the enforcement of the Loan Documents and of any other document to be executed and issued as provided herein and in the other Loan Documents. Each Borrower will reimburse the Administrative Agent and the Lenders within 30 days after written request is made, with interest after such 30 day period at a rate per annum equal to the US Prime Rate plus the Applicable Margin for US Prime Rate Loans at such time increased by 22 % per annum, for any and all expenditures which the Administrative Agent or the Lenders may from time to time make, lay out or expend pursuant to this Section 12.1 and in providing such protection in respect of insurance, discharge of Liens, Taxes, dues, assessments, governmental charges, fines and penalties lawfully imposed, repairs, Counsel's fees and other matters as the Loan Parties are obligated in the Loan Documents to provide, but fail to provide after written request is made. Such obligations to reimburse the Administrative Agent and the Lenders shall be an additional indebtedness due from the Borrower and shall be payable by the Borrower within 30 days of demand. The Administrative Agent and the Lenders though privileged so to do shall be under no obligation to the Borrower to make any such expenditure and the making thereof by the Administrative Agent or Lender shall not relieve the Borrower of any default in that respect.

Reimbursement of Expenses and Indemnity. Section SECTION 12.1 Reimbursement of Expenses - REIMBURSEMENT OF EXPENSES All statements, reports, certificates, opinions and other documents or information required to be furnished to the Administrative Agent, Agent or any Lender or any other Finance Party by any Loan Credit Party under this Agreement and the other Loan Operative Documents shall be supplied without cost to all such partiesthe Agent or the Lenders. Furthermore, whether or not any of the transactions contemplated herein are consummated, the Borrower agrees Borrowers solidarily agree to reimburse promptly to the Administrative Agent for itself and for the account on behalf of the other Finance Parties Arranger and the Lenders on demand, all of the reasonable fees, costs and expenses of the Administrative Agent's Counsel and all of the Administrative Agent's and the Arrangers' Arranger's other reasonable fees, costs and other out-of-pocket expenses (including transportation, computer, duplication, appraisal, audit, insurance, consultant, notaries and search, and all tax on goods and services) incurred from time to time in the preparation, negotiation, execution and registration, if applicable, of the Loan Operative Documents and the related documents, and the operation of the Credit Facility, including, without limitation, in considering and making amendments to, or waivers, releases or discharges in respect of, the Loan Operative Documents (whether or not such amendments, waivers, releases or discharges are completed or carried into effect) and, after discussion with QPIXxxxxxx, in respect of any other matter, together with all reasonable expenses incurred in the due diligence and syndication (including printing, distribution and bank meetings) in connection with the Credit FacilityFacilities. In addition, the each Borrower agrees to pay all of such reasonable legal fees, costs and expenses (and tax on goods and services in respect thereof) of the Administrative Agent and each of the Lenders incurred in the enforcement of the Loan Operative Documents and of any other document to be executed and issued as provided herein and in the other Loan Operative Documents. Each Borrower The Borrowers will reimburse the Administrative Agent and the Lenders within 30 days after written request is made, with interest after such 30 ten day period at a rate per annum equal to the US Prime Rate plus the Applicable Margin for US Prime Rate Loans at such time increased by 2% per annumannum in the case of monies owing in Canadian Dollars and at a rate per annum equal to the US Base Rate plus the Applicable Margin for US Base Rate Loans at such time increased by 2% per annum in the case of monies owing in US Dollars to a Canadian Lender and at a rate per annum equal to the Base Rate plus the Applicable Margin for Base Rate Loans at such time increased by 2% per annum in the case of monies owing in US Dollars to a US Lender, for any and all expenditures which the Administrative Agent or the Lenders may from time to time make, lay out or expend pursuant to this Section 12.1 and in providing such protection in respect of insurance, discharge of Liens, Taxes, dues, assessments, governmental charges, fines and penalties lawfully imposed, repairs, Counsel's fees and other matters as the Loan Credit Parties are obligated in the Loan Operative Documents to provide, but fail to provide after written request is made. Such obligations to reimburse the Administrative Agent and the Lenders shall be an additional indebtedness Indebtedness due from the Borrower Borrowers and shall be payable by the Borrower Borrowers within 30 days of demand. The Administrative Agent and the Lenders though privileged so to do do, shall be under no obligation to the Borrower Borrowers to make any such expenditure and the making thereof by the Administrative Agent or Lender shall not relieve the any Borrower of any default in that respect.