Common use of Attorney Costs and Expenses Clause in Contracts

Attorney Costs and Expenses. The Arrangers shall bear their own costs and expenses incurred in connection with the preparation, negotiation, syndication and execution of this Agreement and the other Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From and after the Effective Date, the Borrowers shall pay or reimburse the Administrative Agent and/or the Security Agent for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and the Lenders taken as a whole and one local counsel as reasonably necessary in any relevant jurisdiction material to the interests of the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to the affected Indemnitees similarly situated). The agreements in this Section 10.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this Section 10.04 shall be paid within 30 days after written demand therefor (together with documentation and details supporting such reimbursement request). If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its discretion. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.

Attorney Costs and Expenses. The Borrower agrees (a) to pay or reimburse the Administrative Agent, the Syndication Agent, each Documentation Agent and the Arrangers shall bear their own for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the preparation, negotiation, syndication and execution of this Agreement and the other Loan Documents, Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From , and after the Effective Dateconsummation and administration of the transactions contemplated hereby and thereby, including all Attorney Costs of Xxxxxxx Xxxxxx & Xxxxx LLP and any other legal counsel retained by the Borrowers shall Administrative Agent with the Borrower’s consent (not to be unreasonably withheld or delayed) that are billed in a timely manner and (b) to pay or reimburse the Administrative Agent and/or Agent, the Security Agent Arrangers, the Syndication Agent, the Documentation Agents and the Lenders for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one counsel to the Administrative Agent Agent, the Arrangers, the Syndication Agent, the Documentation Agents and the Lenders taken as that are billed in a whole and one local counsel as reasonably necessary in any relevant jurisdiction material to the interests of the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to the affected Indemnitees similarly situatedtimely manner). The agreements in this Section 10.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this Section 10.04 shall be paid within 30 days after written demand therefor (together with documentation and details supporting promptly following receipt by the Borrower of an invoice relating thereto setting forth such reimbursement request)expenses in reasonable detail. If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its sole discretion. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.

Attorney Costs and Expenses. The Arrangers shall bear their own costs and expenses incurred in connection with the preparation, negotiation, syndication and execution of this Agreement and the other Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From and after the Effective Closing Date, the Borrowers Company shall pay or reimburse the Administrative Agent and/or the Security Agent for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and the Lenders taken as a whole and one local counsel as reasonably necessary in any relevant jurisdiction material to the interests of the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to the affected Indemnitees similarly situated). The agreements in this Section 10.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this Section 10.04 shall be paid within 30 thirty (30) days after written demand therefor (together with documentation and details supporting such reimbursement request). If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its discretion. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.

Attorney Costs and Expenses. The Arrangers shall bear their own costs Lead Borrower agrees (a) to pay or reimburse the Administrative Agent and expenses the Collateral Agent for all Credit Party Expenses incurred in connection with (i) the preparation, negotiation, syndication and execution of this Agreement and the other Loan Documents, and (ii) any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From , and after (iii) the Effective Dateconsummation and administration of the transactions contemplated hereby and thereby, the Borrowers shall including, in each case, all reasonable fees and expenses of Xxxxxx & Xxxxxxxxxx LLP 150 and (b) to pay or reimburse the Administrative Agent, the Collateral Agent and/or the Security Agent and each Lender for all reasonable and documented out-of-pocket costs and expenses Credit Party Expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including including, without limitation, all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Lawthe Bankruptcy Code, and including all respective Attorney Costs, which shall be limited to Attorney Costs fees and expenses of one counsel to the Administrative Agent, the Collateral Agent and the Lenders taken as a whole and one local counsel as reasonably necessary in any relevant jurisdiction material and, to the interests of extent constituting Credit Party Expenses, the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to the affected Indemnitees similarly situatedother Credit Parties). The agreements in this Section 10.04 SECTION 9.04 shall survive the termination of the Aggregate Commitments and Commitments, repayment of all other Obligations and assignment of any portion of the Obligations. All amounts due under this Section 10.04 SECTION 9.04 for Credit Party Expenses incurred after the Third Restatement Date shall be paid within 30 days after written demand therefor (10 Business Days of receipt by the Lead Borrower of an invoice relating thereto setting forth such Credit Party Expenses in reasonable detail, together with reasonable backup documentation and details supporting such reimbursement request)request to the extent such backup documentation is requested by the Lead Borrower. If any Loan Party fails to pay when due any costs, expenses or other amounts Credit Party Expenses payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its sole discretion. For , without notice to or consent from the avoidance of doubtLoan Parties, this Section 10.04 and any amounts so paid shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claimconstitute Revolving Loans hereunder.

Attorney Costs and Expenses. The Arrangers shall bear their own costs and expenses incurred in connection with the preparation, negotiation, syndication and execution of this Agreement and the other Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From and after the Amendment Effective Date, the Borrowers Company shall pay or reimburse the Administrative Agent and/or the Security Agent Trustee for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and the Lenders taken as a whole and one local counsel as reasonably necessary in any relevant jurisdiction material to the interests of the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to the affected Indemnitees similarly situated). The agreements in this Section 10.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this Section 10.04 shall be paid within 30 days after written demand therefor (together with documentation and details supporting such reimbursement request). If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its discretion. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.

Attorney Costs and Expenses. The Arrangers shall bear their own costs and expenses incurred in connection with the preparation, negotiation, syndication and execution of this Agreement and the other Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From and after the 2020 Amendment Effective Date, the Borrowers Company shall pay or reimburse the Administrative Agent and/or the Security Agent Trustee for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one counsel to the Administrative Agent and the Lenders taken as a whole and one local counsel as reasonably necessary in any relevant jurisdiction material to the interests of the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to the affected Indemnitees similarly situated). The agreements in this Section 10.04 shall survive 121 the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this Section 10.04 shall be paid within 30 days after written demand therefor (together with documentation and details supporting such reimbursement request). If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent in its discretion. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.

Attorney Costs and Expenses. The Arrangers shall bear their own Borrower agrees (a) to pay or reimburse the Lender and the Lead Arranger for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the preparation, negotiationsyndication, syndication execution, delivery and execution administration of this Agreement and the other Loan Documents, and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated thereby are consummated). From , including all Attorney Costs of Shearman & Sterling llp and after one local and foreign counsel in each relevant jurisdiction (to the Effective Dateextent consented to by the Borrower (such consent not to be unreasonably withheld or delayed)), the Borrowers shall and (b) to pay or reimburse the Administrative Agent and/or the Security Agent Lender for all reasonable and documented out-of-pocket costs and expenses incurred in connection with the enforcement of any rights or remedies under this Agreement or the other Loan Documents (including all costs and expenses incurred in connection with any workout or restructuring in respect of the Loans, all such costs and expenses incurred during any legal proceeding, 137 95007615_1 including any proceeding under any Debtor Relief Law, and including all respective Attorney Costs, which shall be limited to Attorney Costs of one a single lead counsel to the Administrative Agent and the Lenders taken as a whole Lender and one local counsel as reasonably necessary in any relevant jurisdiction material to the interests of the Lenders taken as a whole and solely in the case of a conflict of interest, one additional counsel in each relevant jurisdiction to jurisdiction). The foregoing costs and expenses shall include all reasonable search, filing, recording and title insurance charges and fees related thereto, and other reasonable and documented out-of-pocket expenses incurred by the affected Indemnitees similarly situated)Lender. The agreements in this Section 10.04 9.04 shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. All amounts due under this Section 10.04 9.04 shall be paid within 30 days after written demand therefor ten (together with documentation and details supporting 10) Business Days of receipt by the Borrower of an invoice relating thereto setting forth such reimbursement request)expenses in reasonable detail. If any Loan Party fails to pay when due any costs, expenses or other amounts payable by it hereunder or under any Loan Document, such amount may be paid on behalf of such Loan Party by the Administrative Agent Lender in its sole discretion. For the avoidance of doubt, this Section 10.04 shall not apply to Taxes, except any Taxes that represent costs and expenses arising from any non-Tax claim.