Expenses and Indemnification definition
Expenses and Indemnification. The Borrowers shall pay (a) if the Closing Date occurs, all reasonable and documented out-of-pocket expenses of the Bridge Administrative Agent and the Lead Arrangers incurred on or after the Closing Date (within 30 days of a written demand therefor, together with backup documentation supporting such reimbursement request associated with the syndication of the Senior Bridge Loans and the preparation, execution, delivery and administration of the Senior Bridge Loan Documents and any amendment or waiver with respect thereto (but limited, in the case of legal fees and expenses, to the reasonable and documented fees, disbursements and other charges of one counsel to the Bridge Administrative Agent and the Lead Arrangers taken as a whole and, if necessary, of one local counsel in any relevant material jurisdiction and, solely in a conflict of interest, one additional counsel in each relevant material jurisdiction) and (b) if the Closing Date occurs, all reasonable and documented out-of-pocket expenses of the Bridge Administrative Agent within 30 days of a written demand therefor, together with backup documentation supporting such reimbursement request (but limited, in the case of legal fees and expenses, to the reasonable and documented fees, disbursements and other charges of one counsel to the Bridge Administrative Agent and the Lenders taken as a whole, and, if necessary, of one local counsel in any relevant material jurisdiction and, solely in a conflict of interest, one additional counsel in each relevant material jurisdiction) in connection with the enforcement of the Senior Bridge Loan Documents or protection of rights thereunder. The Bridge Administrative Agent, the Lead Arrangers and the Lenders (and their respective affiliates and their respective officers, directors, employees, agents, advisors and other representatives) (each, an “indemnified person”) will be indemnified for and held harmless against any losses, claims, damages, liabilities or expenses (but limited, in the case of legal fees and expenses, to the reasonable and documented out-of-pocket fees, disbursements and other charges of one counsel to the indemnified persons taken as a whole and, if reasonably necessary, one local counsel in any relevant material jurisdiction and, solely in the case of an actual conflict of interest, one additional counsel to the affected indemnified persons similarly situated, taken as a whole, in each relevant material jurisdiction (and, if reasonably necessa...
Expenses and Indemnification. To conform to the Existing Credit Agreement. Governing Law and Forum; All Senior Subordinated Bridge Documentation shall be Submission to Exclusive Jurisdiction: governed by the internal laws of the State of New York. The Borrower and the Guarantors will submit to the exclusive jurisdiction and venue of any New York State court or Federal court sitting in the County of New York, Borough of Manhattan, and appellate courts thereof. Counsel to the Bridge Facility Administrative Agent and the Lead Bridge Arrangers: ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP. Borrower: Same as Senior Subordinated Bridge Loans. Guarantees: Same as Senior Subordinated Bridge Loans. Security: None.
Expenses and Indemnification. Substantially consistent with the Prepetition Term Loan Credit Agreement (without giving regard to Amendment No. 3 thereto) and expanded to include the payment or reimbursement to the 1L Exit Facility Lenders for all reasonable and documented out-of-pocket costs and expenses incurred by the 1L Exit Facility Lenders if the Closing Date occurs in connection with (i) the preparation, negotiation and execution of the 1L Exit Facility Documents; (ii) the funding of the 1L Exit Facility; (iii) the creation, perfection or protection of the liens under the 1L Exit Facility Documents (including all search, filing and recording fees); and (iv) the on-going administration or enforcement of the 1L Exit Facility Documents (including the preparation, negotiation and execution of any amendments, consents, waivers, assignments, restatements or supplements thereto); provided that (a) with respect to clauses (i), (ii) and (iii), legal expenses shall be limited to the reasonable and documented attorneys’ fees, disbursements, and expenses of Faegre Drinker B▇▇▇▇▇ & R▇▇▇▇ LL, counsel to the 1L Exit Facility Administrative Agent and P▇▇▇, W▇▇▇▇, Rifkind, W▇▇▇▇▇▇ & G▇▇▇▇▇▇▇ LLP, counsel to the Ad Hoc Group (as defined in the Restructuring Support Agreement) and, to the extent reasonably necessary, one firm to serve as local counsel for the applicable parties or groups in connection with the transactions) and (b) solely with respect to clause (iv), such out-of-pocket costs and expenses shall be limited to those of each 1L Exit Facility Lender or group of 1L Exit Facility Lenders holding at least 25% of the loans under the 1L Exit Facility. Governing Law and Forum: New York. This 2L Exit Facility Term Sheet (the “Term Sheet”) provides an outline of a proposed financing and does not purport to summarize all the terms, conditions, representations, warranties and other provisions with respect to the transactions referred to herein. This Term Sheet is for discussion purposes only, is non-binding, and is neither an expressed nor implied offer with regard to any financing, to arrange, provide or purchase any loans in connection with the transactions contemplated hereby or to arrange, provide or assist in arranging or providing the potential financing described herein. Any agreement to provide the 2L Exit Facility (as defined below) or any other financing arrangement will be subject to the execution and delivery of definitive documentation satisfactory to the 2L Exit Facility Administrat...
Examples of Expenses and Indemnification in a sentence
Expenses and Indemnification: Consistent with the Documentation Precedent.
Expenses and Indemnification: Consistent with the Propco Bank Debt Documentation Principles.
Expenses and Indemnification: Consistent with the Opco Bank Debt Documentation Principles.
Section 8.05 Trustee's Fees and Expenses and Indemnification...............
Trustee’s Rights to Compensation, Reimbursement of Expenses and Indemnification 74 Section 14.11.
More Definitions of Expenses and Indemnification
Expenses and Indemnification. Same as Existing Credit Agreement. Governing Law and Forum: New York.
Expenses and Indemnification. Reorganized Midstates shall pay (i) all reasonable and documented out-of-pocket expenses of the Agent associated with the preparation, execution, delivery and administration of the loan documentation and any amendment or waiver with respect thereto (including the reasonable fees, disbursements and other charges of counsel and financial advisors) and (ii) all out-of-pocket expenses of the Agent and the Lenders (and their affiliates and their respective officers, directors, employees, advisors and agents) (including the reasonable and documented fees, disbursements and other charges of legal counsel and financial advisors) in connection with the enforcement of the Loan Documents, including pursuing remedies in respect thereof. The Agent and the Lenders (and their affiliates and their respective officers, directors, employees, advisors and agents) will have no liability to the Credit Parties, and will be indemnified and held harmless against, any loss, liability, cost or expense incurred in respect of the financing contemplated hereby or the use or the proposed use of proceeds thereof; provided that the foregoing will not, as to any indemnified person, apply to losses, claims, damages, liabilities or related expenses to the extent they are found by a final, non-appealable judgment of a court of competent jurisdiction to (i) arise or result from (A) the willful misconduct, bad faith or gross negligence of such indemnified person or (B) a breach in bad faith of the funding obligations of such indemnified person, or (ii) have not resulted from an act or omission by you or any of your affiliates and have been brought by an indemnified person against any other indemnified person (other than any claims against Agent in its capacity as such).
Expenses and Indemnification. To conform to the Existing Credit Agreement.
Expenses and Indemnification. Same as Existing Term Loan Credit Agreement. Governing Law and Forum: New York. Counsel to the Bank Administrative Agent, Lead Arrangers and Joint Bookrunners: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ LLP.
Expenses and Indemnification. Substantially consistent with the Prepetition Term Loan Credit Agreement. Governing Law and Forum: New York. SECTION 1. DEFINITIONS AND INTERPRETATION 2 1.1. Definitions 2 1.2. Accounting Terms 67 1.3. Interpretation, Etc. 67
Expenses and Indemnification. As set forth in the Existing Credit Agreement. Governing Law and Forum: New York. Counsel to the Lead Arrangers: Cravath, Swaine & ▇▇▇▇▇ LLP (and such local or regulatory counsel as may be selected by the Lead Arrangers). Capitalized terms used but not defined in this Annex II-A shall have the meanings assigned thereto in the Amended and Restated Commitment Letter to which this Annex II-A is attached (such Amended and Restated Commitment Letter and the Term Sheets attached thereto are collectively referred to herein as the “Commitment Letter”). Borrower: Level 3 Financing, Inc., a Delaware corporation (the “Borrower”) that is a wholly-owned subsidiary of Level 3 Communications, Inc., a Delaware corporation (“Parent”).
Expenses and Indemnification. Substantially consistent with the Existing Credit Agreement. Governing Law and Forum; Submission to Exclusive Jurisdiction: All Senior Bridge Documentation shall be governed by the internal laws of the State of New York (except guarantees that the Bridge Facility Administrative Agent determines should be governed by local or foreign law). The Borrowers and the Guarantors will submit to the exclusive jurisdiction and venue of any New York State court or federal court sitting in the County of New York, Borough of Manhattan, and appellate courts thereof (except to the extent the Bridge Facility Administrative Agent requires submission to any other jurisdiction in connection with the enforcement of any judgment). Counsel to the Bridge Facility Administrative Agent and the Lead Bridge Arranger: Shearman & Sterling LLP. Borrowers: Same as Senior Bridge Loans. Guaranties: Same as Senior Bridge Loans. Security: None.