Common use of Reimbursement of Initial Purchasers’ Expenses Clause in Contracts

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master Issuer, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) this Agreement is terminated by the Master Issuer for Initial Purchasers pursuant to Section 5 hereof, including if the sale to the Initial Purchasers of the Securities on the Closing Date is not consummated because of any reason fails refusal, inability or failure on the part of the Company to tender perform any agreement herein or to comply with any provision hereof, the Offered Notes for delivery Company agrees to reimburse the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreementseverally, the Master Issuer, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers upon demand for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) that shall have been reasonably incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase and the offering and sale of the Offered NotesSecurities, including, without limitation, fees and upon demand Xxxxx’s Parties shall pay the full amount thereof to the Initial Purchasersdisbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges. If this Agreement is terminated pursuant to Section 10 or Section 16 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails Issuers fail to tender the Offered Notes for delivery to the Initial PurchasersPurchasers by reason of any failure, refusal or inability on the part of the Inergy Parties to perform any agreement on their part to be performed, or (b) because any other condition of the Initial Purchasers decline obligations hereunder required to purchase be fulfilled by the Offered Notes for any reason permitted under this AgreementInergy Parties is not fulfilled, the Master Issuer, the Parent Companies, the Manager and the Guarantors Inergy Parties shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchaserscounsel) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s the Inergy Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 by reason of the default of one or more Initial Purchasers, the Wendy’s Inergy Parties shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master Issuer, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties the Master Issuer shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties Master Issuer shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers shall decline to purchase the Offered Notes for any reason (other than pursuant to clauses (iii) or (iv) of Section 7(p)) permitted under this Agreement, the Master Issuer, the Parent Companies, the Manager Issuer and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties the Issuer and the Guarantors shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 9 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties Issuer and the Guarantors shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer Co-Issuers for any reason fails fail to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master IssuerCo-Issuers, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial PurchasersPurchasers and without double counting expenses paid pursuant to any section of this Agreement) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 9 by reason of the default of one or more both Initial Purchasers, the Wendy’s Parties Co-Issuers shall not be obligated to reimburse any defaulting Initial Purchaser on account for any of those its expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer Company for any reason fails to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers shall decline to purchase the Offered Notes for any reason permitted under this AgreementAgreement (other than solely resulting from a failure to satisfy the condition under clause 7(n)(i), (iii), (iv) or (v)), the Master Issuer, the Parent Companies, the Manager Company and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including reasonable fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties the Company and the Guarantors shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 9 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties Company and the Guarantors shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer Co-Issuers for any reason fails fail to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master IssuerCo-Issuers, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s DineEquity Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 9 by reason of the default of one or more Initial Purchasers, the Wendy’s DineEquity Parties shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer Co-Issuers for any reason fails fail to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master IssuerCo-Issuers, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial PurchasersPurchasers and without double counting expenses paid pursuant to any section of this Agreement) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 by reason of the default of one or more both Initial Purchasers, the Wendy’s Parties Co-Issuers shall not be obligated to reimburse any defaulting Initial Purchaser on account for any of those its expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails shall fail to tender the Offered Notes for delivery to the Initial PurchasersPurchasers by reason of any failure, refusal or inability on the part of the Issuer to perform any agreement on its part to be performed, or (b) because any other condition of the Initial Purchasers decline obligations hereunder required to purchase be fulfilled by the Offered Notes for any reason permitted under this AgreementIssuer is not fulfilled other than the conditions set forth in Section 7(j), the Master Issuer, the Parent Companies, the Manager and the Guarantors shall jointly and severally Issuer will reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchaserscounsel) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties the Issuer shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties Issuer shall not be obligated to reimburse any defaulting such Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master Issuer, Xxxx in the Parent Companies, the Manager and the Guarantors Box Parties shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 9 by reason of the default of one or more Initial Purchasers, the Wendy’s Xxxx in the Box Parties shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Master Issuer for any reason fails to tender the Offered Notes for delivery to the Initial Purchasers, or (b) the Initial Purchasers decline to purchase the Offered Notes for any reason permitted under this Agreement, the Master Issuer, the Parent Companies, the Manager and the Guarantors shall jointly and severally reimburse the Initial Purchasers for all reasonable and reasonably documented out-of-pocket expenses (including fees and disbursements of counsel for the Initial Purchasers) incurred by the Initial Purchasers in connection with this Agreement and the proposed purchase of the Offered Notes, and upon demand Xxxxx’s Parties shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 10 9 by reason of the default of one or more Initial Purchasers, the Wendy’s Parties shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.