EXPENSES AND definition

EXPENSES AND indemnification to substantially similar effect as in the Existing Proton Credit Facilities. GOVERNING LAW AND FORUM.................. State of New York. EXHIBIT B-1 TO COMMITMENT LETTER PROTON OPCO SUMMARY OF TERMS OF EXTENDED TERM LOANS AND EXCHANGE NOTES SET FORTH BELOW IS A SUMMARY OF THE MATERIAL TERMS OF THE EXTENDED TERM LOANS AND EXCHANGE NOTES FOR PROTON OPCO. CAPITALIZED TERMS USED AND NOT OTHERWISE DEFINED HEREIN HAVE THE MEANINGS SET FORTH IN THE COMMITMENT LETTER TO WHICH THIS SUMMARY OF TERMS IS ATTACHED AND OF WHICH IT FORMS A PART.
EXPENSES AND. All reasonable out-of-pocket costs of the Lender INDEMNIFICATION: (including reasonable fees, disbursements and other charges of counsel, enforcement costs and documentary taxes) associated with the Loan Documents, the Revolving Facility and any amendment to or consent under the Lender's Credit Agreement entered into in connection with the Revolving Facility (including reasonable fees, disbursements and other charges of counsel to the lenders under the Lender's Credit Agreement) are to be paid by the Borrower if the Credit Agreement is executed or any funds are drawn thereunder. The Borrower will indemnify the Lender and its respective officers, directors, employees, affiliates and agents collectively ("INDEMNIFIED PERSONS") and hold them harmless from and against all costs, expenses (including reasonable fees, disbursements and other charges of counsel) and liabilities of any such Indemnified Person arising out of or relating to the financing contemplated hereby or arising out of or relating to the Lender's borrowings under the Lender's Credit Agreement that are used to finance the Revolving Facility, PROVIDED that none of the Indemnified Persons will be indemnified for its gross negligence or willful misconduct as determined by a court of competent jurisdiction in a final and nonappealable decision. COUNSEL FOR THE LENDER: ▇▇▇▇▇▇ Godward LLP GOVERNING LAW California AND FORUM:
EXPENSES AND indemnification to substantially similar effect as in the Existing Intelsat Credit Facilities.

Examples of EXPENSES AND in a sentence

  • Advances shall, to the fullest extent permitted by law, be made without regard to Indemnitee’s ability to repay the Expenses and without regard to Indemnitee’s ultimate entitlement to be indemnified, held harmless or exonerated under the other provisions of this Agreement.

  • Advances shall be made without regard to Indemnitee’s ability to repay the Expenses and without regard to Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement.

  • Advances shall be made without regard to Indemnitee’s ability to repay the Expenses and without regard to Indemnitee’s ultimate entitlement to be indemnified, held harmless or exonerated under the other provisions of this Agreement.

  • The undertaking required by this Section 8 shall be an unlimited general obligation by or on behalf of Indemnitee and shall be accepted without reference to Indemnitee’s financial ability to repay such advanced Expenses and without any requirement to post security therefor.

  • All Board member expenses for travel charged to a federal grant or State grant governed by the Grant Accountability and Transparency Act (30 ILCS 708/) must comply with Board policy 5:60, Expenses, and its implementing procedures.

  • Any amounts paid by Bank are Bank Expenses and immediately due and payable, bearing interest at the then applicable rate and secured by the Collateral.

  • Any such amounts paid by Agent shall constitute Lender Group Expenses and any such payments shall not constitute an agreement by the Lender Group to make similar payments in the future or a waiver by the Lender Group of any Event of Default under this Agreement.

  • If Borrower or any of its Subsidiaries fail to obtain the insurance called for by Section 6.5 or fails to pay any premium thereon or fails to pay any other amount which Borrower or any of its Subsidiaries is obligated to pay under this Agreement or any other Loan Document, Collateral Agent may obtain such insurance or make such payment, and all amounts so paid by Collateral Agent are Lenders’ Expenses and immediately due and payable, bearing interest at the Default Rate, and secured by the Collateral.

  • Advances shall, to the fullest extent permitted by applicable law and the Articles, be made without regard to Indemnitee’s ability to repay the Expenses and without regard to Indemnitee’s ultimate entitlement to be indemnified, held harmless or exonerated under the other provisions of this Agreement.

  • All dividends and other distributions on Shares of a particular Portfolio or Class shall be distributed pro rata to the Shareholders of that Portfolio or Class, as the case may be, in proportion to the number of Shares of that Portfolio or Class they held on the record date established for such payment, provided that such dividends and other distributions on Shares of a Class shall appropriately reflect Class Expenses and other expenses allocated to that Class.

Related to EXPENSES AND

  • Expenses shall include all direct and indirect costs, fees and expenses of any type or nature whatsoever, including, without limitation, all reasonable attorneys’ fees and costs, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, fees of private investigators and professional advisors, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, fax transmission charges, secretarial services and all other disbursements, obligations or expenses in connection with prosecuting, defending, preparing to prosecute or defend, investigating, being or preparing to be a witness in, settlement or appeal of, or otherwise participating in, a Proceeding (as defined below), including reasonable compensation for time spent by Indemnitee for which he or she is not otherwise compensated by the Company or any third party. Expenses also shall include Expenses incurred in connection with any appeal resulting from any Proceeding (as defined below), including without limitation the principal, premium, security for, and other costs relating to any cost bond, supersedeas bond, or other appeal bond or its equivalent. Expenses, however, shall not include amounts paid in settlement by Indemnitee or the amount of judgments or fines against Indemnitee.

  • Expenses and Liabilities has the meaning assigned to such term in ‎Section 5.4(a).

  • Expense Fees As to each Mortgage Loan, the sum of the Servicing Fee and the Trustee Fee.

  • Claim Expenses means reasonable documented attorneys’ fees and all other reasonable documented out-of-pocket costs, expenses and obligations (including experts’ fees, travel expenses, court costs, retainers, transcript fees, duplicating, printing and binding costs, as well as telecommunications, postage and courier charges) paid or incurred in connection with investigating, defending, being a witness in or participating in (including on appeal), or preparing to investigate, defend, be a witness in or participate in, any Claim, including any Action relating to a claim for indemnification or advancement brought by an Indemnified Party as contemplated in Section 7.5.

  • Reimbursable Expenses means all assignment-related costs [such as travel, translation, report printing, secretarial expenses, subject to specified maximum limits in the Contract].