RFC Expenses definition

RFC Expenses means all costs, fees and expenses paid, incurred or advanced by RFC in connection with this Agreement, the Guarantee and the Certificates and Requests to Purchase related hereto (collectively, the "Purchase Documents") or otherwise required to be paid by the Seller under any Purchase Document or pursuant to any other agreement executed in connection with any Purchase Document, whether paid, incurred, advanced or accrued prior to or after any Closing Date, including, without limitation: fees, costs and expenses of outside counsel to RFC and fee, costs and expenses incurred to conduct judgment, tax lien, UCC, bankruptcy and litigation searches and credit bureau searches; all filing and recording costs and expenses; fees, costs and expenses incurred by RFC in connection with any title report or title insurance relating to title problems existing as of the applicable Closing Date and affecting the Receivables purchased by RFC pursuant to this Agreement as of such Closing Date; fees, costs and expenses paid or incurred by RFC to correct any Material Default or enforce any provision of any Purchase Document; fees, costs and expenses paid or expenses of third party claims or any other suit paid or incurred by RFC in preparing, enforcing or defending any Purchase Document or any of the Receivable Documents with respect to which the Seller has a repurchase obligation which has accrued and which the Seller has not repurchased; costs and expenses to obtain certified copies of any Mortgages if the originals of such Mortgages were not delivered by the Seller to RFC in connection with the purchase of the Receivables by RFC and RFC requires such certified copies in connection with any sale or pledge by RFC of the applicable Receivable or in connection with the enforcement of any right or remedy against the applicable Obligor or Property; and RFC's reasonable attorney's fees, costs and expenses incurred in advising, structuring, drafting, reviewing, administering, amending, terminating, enforcing (including reasonable attorney's fees and expenses incurred in connection with an insolvency proceeding concerning the Seller or the Guarantor), settling, defending, or concerning any Purchase Document, irrespective of whether suit is brought. Notwithstanding the foregoing, the Seller shall have no obligation to reimburse RFC (i) for attorney's fees, costs and expenses related to enforcement actions by RFC as a result of an alleged Material Default by the Seller, if it is later ...