Common use of Expenses Indemnity Damage Waiver Clause in Contracts

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lenders, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the Lenders, in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, in connection with the enforcement or protection of their rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 10 contracts

Samples: Credit Agreement (Teva Pharmaceutical Industries LTD), Credit Agreement (Teva Pharmaceutical Industries LTD), Credit Agreement (Teva Pharmaceutical Industries LTD)

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Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 8 contracts

Samples: Credit Agreement (Anthem Inc), Year Term Credit Agreement (Valero L P), 364 Day Credit Agreement (Anthem Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agents and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgents, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agents or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgents or any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such LoansLoans or this Agreement.

Appears in 8 contracts

Samples: Credit Agreement (Apache Corp), Credit Agreement (Apache Corp), Australian Credit Agreement (Apache Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the LendersChase Securities Inc., including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facility provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the any Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of such Loansthereof.

Appears in 6 contracts

Samples: Year Credit Agreement (Claiborne Liz Inc), Credit Agreement (Claiborne Liz Inc), Day Credit Agreement (Claiborne Liz Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any waivers, workout, restructuring or negotiations in respect of such Loans.

Appears in 6 contracts

Samples: Credit Agreement (Griffin Capital Net Lease REIT, Inc.), Assignment and Assumption (Education Realty Operating Partnership L P), Credit Agreement (Gc Net Lease Reit, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or and any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgent, or any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of such Loansthereof.

Appears in 5 contracts

Samples: Credit and Guarantee Agreement (Block Financial Corp), Credit and Guarantee Agreement (H&r Block Inc), Credit and Guarantee Agreement (H&r Block Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agents and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgents, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agents or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgents or any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 5 contracts

Samples: Bridge Facility Agreement (Convergys Corp), Credit Facility Agreement (Convergys Corp), Credit Facility Agreement (Convergys Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 5 contracts

Samples: Senior Term Credit Agreement (Exco Resources Inc), Senior Unsecured Term Credit Agreement (Exco Resources Inc), Senior Term Loan Agreement (McMoran Exploration Co /De/)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Each Borrower shall pay (i) its Pro-rata Share of all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Bank and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersBank, in connection with the preparation, negotiation, closing and administration of this Credit Agreement or any amendments, modifications or waivers of the provisions hereof of any Loan Document (whether or not the transactions contemplated thereby shall be consummated) and (ii) all reasonable out-of-pocket costs and expenses invoiced to and incurred by the Administrative Agent and/or any LenderBank, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the LendersBank, in connection with the enforcement or protection of their its rights in connection with this Agreementagainst such Borrower under the Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder to such Borrower, including all such out-of-pocket costs and expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 5 contracts

Samples: Credit Agreement (Investment Managers Series Trust), Credit Agreement (Investment Managers Series Trust), Credit Agreement (Investment Managers Series Trust)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 4 contracts

Samples: Credit Agreement (Itt Educational Services Inc), Credit Agreement (Natural Grocers by Vitamin Cottage, Inc.), Term Loan Credit Agreement (NuStar Energy L.P.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc), Credit Agreement (Nelnet Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Liberty Media Corp /De/), Credit Agreement (Liberty Media Corp /De/), Credit Agreement (Liberty Media LLC)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) consummated and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such reasonable out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Jupitermedia Corp), Credit Agreement (Jupitermedia Corp), Credit Agreement (Jupitermedia Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Genencor International Inc), Credit Agreement (Genencor International Inc), Credit Agreement (Genencor International Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement or any Note, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of such Loansthereof.

Appears in 3 contracts

Samples: Credit Agreement (CSX Corp), Credit Agreement (CSX Corp), Execution Copy (CSX Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any waivers, workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Mobile Infrastructure Corp), Credit Agreement (MVP REIT, Inc.), Credit Agreement (MVP REIT II, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc), Credit Agreement (Smith International Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Company shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Metlife Inc), Day Credit Agreement (Metlife Inc), 364 Day Credit Agreement (Metlife Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the administration syndication of the credit facilities provided for herein, the preparation of this Agreement or any amendments, modifications or waivers requested by the Borrower of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) during the continuance of a Default, all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 3 contracts

Samples: Credit Agreement (Cubic Corp /De/), Credit Agreement (Cubic Corp /De/), Credit Agreement (Cubic Corp /De/)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Nasdaq Stock Market Inc), Term Loan Credit Agreement (Nasdaq Stock Market Inc)

Expenses Indemnity Damage Waiver. (ah) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any waivers, workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Education Realty Trust, Inc.), Credit Agreement (Education Realty Operating Partnership L P)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Assignment and Assumption (Old Republic International Corp), Credit Agreement (Nelnet Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such LoansLoans or in connection with this Agreement.

Appears in 2 contracts

Samples: Credit Agreement (Friedman Billings Ramsey Group Inc), Credit Agreement (Friedman Billings Ramsey Group Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced and documented out-of-pocket expenses incurred by the Administrative Agent, the Arrangers and their respective Affiliates, including the reasonable and documented fees, charges and disbursements of one counsel for the Administrative Agent and the Arrangers, taken as a whole, in connection with the arrangement and syndication of the credit facility provided for herein, the preparation and administration of this Agreement and the other Loan Documents and any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable and documented out-of-pocket expenses incurred by the Administrative Agent and the Lenders, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the Lenders, in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the reasonable and documented fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loansthe Loans or in connection with the enforcement or protection of its rights under any Loan Document, including its rights under this Section or in connection with the Loans made hereunder.

Appears in 2 contracts

Samples: Credit Agreement (CDK Global, Inc.), Credit Agreement (CDK Global, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall ----------------------------------- pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade issued hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Frontier Corp /Ny/), Credit Agreement (Frontier Corp /Ny/)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Bridge Loan Agreement (Nasdaq Stock Market Inc), Term Loan Credit Agreement (Nasdaq Stock Market Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agent, the Arrangers and the Lendersany of their respective Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Horace Mann Educators Corp /De/), Credit Agreement (Horace Mann Educators Corp /De/)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Each Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any waivers, workout, restructuring or negotiations in respect of such the Loans.

Appears in 2 contracts

Samples: Revolving Credit Agreement (NexPoint Strategic Opportunities Fund), Bridge Credit Agreement (Nexpoint Real Estate Strategies Fund)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facility provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Hubbell Incorporated Credit Agreement (Hubbell Inc), Credit Agreement (Hubbell Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall pay (i) all reasonable invoiced out-of-pocket out‑of‑pocket expenses incurred by the Administrative Agent and the Lenders, including the reasonable and documented fees, charges and disbursements of counsel for the Administrative Agent and the Lenders, in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof of the Loan Documents (whether or not the transactions contemplated thereby shall be consummated) and ), (ii) all out-of-pocket documented out‑of‑pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, in connection with the enforcement or protection of their rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket out‑of‑pocket expenses incurred during any workout, restructuring or negotiations in respect of such LoansLoans and (iii) fees of the Administrative Agent in connection with the administration of the Loan Documents to the extent that Time Warner or one of its Affiliates is not the Administrative Agent hereunder.

Appears in 2 contracts

Samples: Amendment and Restatement Agreement (Central European Media Enterprises LTD), Credit Agreement (Central European Media Enterprises LTD)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Lender and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersLender, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersLender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement and the other Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Countrywide Financial Corp), Credit Agreement (Countrywide Financial Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.. 76 71

Appears in 2 contracts

Samples: Credit Agreement (Convergys Corp), Credit Agreement (Convergys Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the preparation, negotiation, closing and administration of this Credit Agreement or any amendments, modifications or waivers of the provisions hereof of any Credit Document (whether or not the transactions contemplated thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lenderand each of the Lenders, including the fees and charges of providing for and maintaining an Electronic Platform and the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, or for any Lender in connection with the enforcement or protection of their its rights against the Borrower in connection with this Agreementthe Credit Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Aberdeen Asia-Pacific Income Fund Inc), Credit Agreement (Aberdeen Asia-Pacific Income Fund Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced and documented out-of-pocket expenses incurred by the Administrative Agent and the LendersXxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, as a Joint Lead Arranger, and their respective Affiliates (including the reasonable and documented fees, charges and disbursements of one primary counsel for to the Administrative Agent and the Lenders, Agent) in connection with the preparation, due diligence, administration, syndication and distribution (including via an Electronic System) of the credit facilities provided for herein, the preparation and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement and any other Loan Document, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Assignment and Assumption (Southwestern Energy Co), Amendment and Restatement Agreement (Southwestern Energy Co)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement after the occurrence of an Event of Default, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Day Credit Agreement (Fred Meyer Inc), Bridge Credit Agreement (Fred Meyer Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Each Borrower shall pay (i) its Pro-rata Share of all reasonable invoiced and documented out-of-pocket costs and expenses incurred by the Administrative Agent Bank and the Lendersits Affiliates, including the reasonable and documented fees, charges and disbursements of counsel for the Administrative Agent and the LendersBank, in connection with the preparation, negotiation, closing and administration of this Credit Agreement or any amendments, modifications or waivers of the provisions hereof of any Loan Document (whether or not the transactions contemplated thereby shall be consummated) and (ii) all documented out-of-pocket costs and expenses invoiced to and incurred by the Administrative Agent and/or any LenderBank, including the fees, charges documented fees and disbursements of any counsel for the Administrative Agent and the Lenderscounsel, in connection with the enforcement or protection of their its rights in connection with this Agreementagainst such Borrower under the Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder to such Borrower, including all such documented out-of-pocket costs and expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Tweedy, Browne Fund Inc.), Credit Agreement (Tweedy, Browne Fund Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agents and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgents, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Second Priority Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative any Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative any Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights under or in connection with this Agreementthe Second Priority Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Rite Aid Corp), Credit Agreement (Rite Aid Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall pay (i) all reasonable invoiced out-of-pocket out‑of‑pocket expenses incurred by the Administrative Agent and the Lenders, including the reasonable and documented fees, charges and disbursements of counsel for the Administrative Agent and the Lenders, in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof of the Loan Documents (whether or not the transactions contemplated thereby shall be consummated) and ), (ii) all out-of-pocket documented out‑of‑pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, in connection with the enforcement or protection of their rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans Loan made, including all such out-of-pocket out‑of‑pocket expenses incurred during any workout, restructuring or negotiations in respect of such LoansLoans and (iii) fees of the Administrative Agent in connection with the administration of the Loan Documents to the extent that Time Warner Inc. or one of its Affiliates is not the Administrative Agent hereunder.

Appears in 2 contracts

Samples: Term Loan Facility Credit Agreement (Central European Media Enterprises LTD), Credit Agreement (Central European Media Enterprises LTD)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facility provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any "workout, ," restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (United Surgical Partners International Inc), Credit Agreement (United Surgical Partners International Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced and documented out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or the Loan Documents and any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any LenderLender Party, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersany Lender Party, in connection with the enforcement or protection of their its rights in connection with this Agreement, the Loan Documents (including its rights under this Section, ) or in connection with the Loans madeLoans, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such the Loans.

Appears in 2 contracts

Samples: Loan Agreement (Vitro Sa De Cv), Loan Agreement (Vitro Sa De Cv)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Lender and the Lenderseach of their Affiliates, including the reasonable fees, charges and disbursements of Xxxxxx Xxxxxxx & Xxxx LLP, counsel for the Administrative Agent and the LendersLender, in connection with the preparation and administration of this Agreement or the other Loan Documents or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the LendersLender, in connection with the enforcement or protection of their its rights in connection with this Agreementany Loan Document, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Valspar Corp), Revolving Credit Agreement (Valspar Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any "workout, ," restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (United Surgical Partners International Inc), Credit Agreement (United Surgical Partners International Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any actual or proposed amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Ralcorp Holdings Inc /Mo), Credit Agreement (Ralcorp Holdings Inc /Mo)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lenders, including the reasonable and documented fees, charges and disbursements of counsel for the Administrative Agent and the Lenders, in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof of the Loan Documents (whether or not the transactions contemplated thereby shall be consummated) and ), (ii) all documented out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, in connection with the enforcement or protection of their rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such LoansLoans and (iii) fees of the Administrative Agent in connection with the administration of the Loan Documents to the extent that Time Warner Inc. or one of its Affiliates is not the Administrative Agent hereunder.

Appears in 2 contracts

Samples: Revolving Loan Facility Credit Agreement (Central European Media Enterprises LTD), Revolving Loan Facility Credit Agreement (CME Media Enterprises B.V.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any other Loan Document or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement or any other Loan Document, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Conns Inc), Credit Agreement (Conns Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Company shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade or Letters of Credit Issued hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 2 contracts

Samples: Credit Agreement (Metlife Inc), Day Credit Agreement (Metlife Capital Trust Iii)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (R H Donnelley Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent Agent, the Lead Arranger and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement and the other Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Term Loan Agreement (GPT Operating Partnership LP)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Telvent Git S A)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agents, the Arrangers and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent Agents and the LendersArrangers, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (iiiii) all out-of-pocket expenses invoiced to and incurred by the Administrative either Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative either Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Willis Group Holdings LTD)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Symetra Financial CORP)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Collateral Agent, the Lenders and the Lenderstheir respective Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Collateral Agent and the Lenders, in connection with the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Collateral Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Collateral Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (T Netix Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel (on a solicitor and his own client basis) for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated thereby shall be consummated) hereof, and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel (on a solicitor and his own client basis) for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Day Credit Agreement (Kinder Morgan Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the administration syndication of the credit facilities provided for herein, the preparation of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or similar negotiations in respect of such Loans.

Appears in 1 contract

Samples: Loan Agreement (Global Payments Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facility provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgent, or any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Assignment and Assumption (Arch Capital Group LTD)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall Borrowers jointly and severally agree to pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of such Loansthereof.

Appears in 1 contract

Samples: Credit Agreement (Amerada Hess Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties ---------------------------------- Borrowers shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Year Credit Agreement (Anthem Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade issued hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Unitil Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgent, or any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Education Realty Trust, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agents and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the Lenderseach Agent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative either Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative either Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Loan Agreement (Efunds Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor such Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-out- of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Olin Corp)

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Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agents or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Magellan Midstream Partners Lp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by of the Administrative Agent and the LendersArranger incurred in connection with the syndication of the Facilities and the preparation, execution, delivery, administration, amendment or waiver of the Loan Documents (including the reasonable fees, disbursements and other charges and disbursements of one counsel for to the Administrative Agent and the LendersArranger), in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersLenders (including the fees, disbursements and other charges of one counsel to the Administrative Agent and the Lenders and, if necessary, one local counsel in any relevant jurisdiction) in connection with the enforcement or protection of its and their rights in connection with this AgreementAgreement or any other Credit Document, including its rights under this SectionSection 9.04, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Starz, LLC)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred (including any Appraisal costs) during any waivers, workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Strategic Storage Trust, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the Lenders, in connection with the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans madeLoan, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loansthe Loan.

Appears in 1 contract

Samples: Term Loan Agreement (Phillips Van Heusen Corp /De/)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower ---------------------------------- shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this AgreementAgreement or any Note, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of such Loansthereof.

Appears in 1 contract

Samples: Conformed Copy (CSX Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the LendersLead Arranger and their Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Raymond James Financial Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this SectionSection 9.03, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Sungard Data Systems Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties ----------------------------------- Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with due diligence, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Revolving Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Revolving Loans.

Appears in 1 contract

Samples: Credit Agreement (Splitrock Services Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor such Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Arch Chemicals Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this SectionSection 9.03, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Three Year Credit Agreement (Sungard Data Systems Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the 77 transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Alliant Techsystems Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower ---------------------------------- shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any or each Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgent, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such reasonable out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Pure Resources Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall shall, jointly and, severally, pay all (i) all reasonable invoiced and documented out-of-pocket expenses incurred by the Administrative Agent Agent, JPMCB, in its capacity as the Lead Arranger and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication and distribution (including, without limitation, via the internet or through an Electronic System) of the credit facilities provided for herein, the preparation and administration of this Agreement or the Loan Documents and any amendments, modifications or waivers of the provisions hereof of the Loan Documents (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the documented fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement enforcement, collection or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Global Brass & Copper Holdings, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers ---------------------------------- shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Anthem Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgent, or any Lender (acting under common counsel), in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of such Loansthereof.

Appears in 1 contract

Samples: Credit Agreement (Gatx Financial Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this SectionSection 9.03, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any waivers, workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Industrial Income Trust Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Lender and the Lenders, its Affiliates (including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersLender), in connection with the preparation, regulation, execution, delivery and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, Lender (including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, Lender) in connection with the enforcement or protection of their its rights (A) in connection with this Agreement, including its rights under this SectionSection 8.03, or (B) in connection with the Loans madeAdvances made hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such LoansAdvances.

Appears in 1 contract

Samples: Credit Agreement (Penson Worldwide Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall shall, jointly and, severally, pay all (i) all reasonable invoiced out-of-pocket and documented out‑of‑pocket expenses incurred by the Administrative Agent Agent, JPMCB, in its capacity as the Lead Arranger and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication and distribution (including, without limitation, via the internet or through an Electronic System) of the credit facilities provided for herein, the preparation and administration of this Agreement or the Loan Documents and any amendments, modifications or waivers of the provisions hereof of the Loan Documents (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the documented fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement enforcement, collection or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket of‑pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Global Brass & Copper Holdings, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Land O Lakes Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Credit Agreement or any amendments, modifications or waivers of the provisions hereof of any Loan Document (whether or not the transactions contemplated thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any LenderCredit Party, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersany Credit Party, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (CMP Group Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower ---------------------------------- shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of White & Case LLP as counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or Agent, or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Registration Rights Agreement (Wyndham International Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket out‑of‑pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the administration syndication of the credit facilities provided for herein, the preparation of this Agreement or any amendments, modifications or waivers of the provisions provi-sions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket of‑pocket expenses incurred during any workout, restructuring or similar negotiations in respect of such Loans.

Appears in 1 contract

Samples: Loan Agreement (Global Payments Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by of the Administrative Agent and the LendersArrangers incurred in connection with the syndication of the Facilities and the preparation, execution, delivery, administration, amendment or waiver of the Loan Documents (including the reasonable fees, disbursements and other charges and disbursements of one counsel for to the Administrative Agent and the LendersArrangers), in connection with the administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersLenders (including the fees, disbursements and other charges of one counsel to the Administrative Agent and the Lenders and, if necessary, one local counsel in any relevant jurisdiction) in connection with the enforcement or protection of its and their rights in connection with this AgreementAgreement or any other Credit Document, including its rights under this SectionSection 9.04, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Starz, LLC)

Expenses Indemnity Damage Waiver. (a) The Loan Parties shall Borrowers jointly and severally agree to pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this SectionSECTION, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (KKR Financial Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement enforcement, protection or protection exercise of their its rights in connection with this Agreement, including its rights under this SectionSection and Section 4.03, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Nui Corp /Nj/)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans madeRevolving Loan made hereunder, including all such out-of-pocket expenses incurred during any waivers, workout, restructuring or negotiations in respect of such Loansthe Revolving Loan.

Appears in 1 contract

Samples: Revolving Credit Agreement (Nexpoint Multifamily Capital Trust, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Lender and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel and consultants for the Administrative Agent Lender and the Lenderssuch Affiliates, in connection with the due diligence undertaken by the Lender with respect to the financing contemplated by this Agreement, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersLender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (American Electric Technologies Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the preparation, negotiation, closing and administration of this Credit Agreement or any amendments, modifications or waivers of the provisions hereof of any Loan Document (whether or not the transactions contemplated thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any Lenderand each of the Lenders, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, or for any Lender in connection with the enforcement or protection of their its rights against the Borrower in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Security Agreement (Voya SENIOR INCOME FUND)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-out of pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Nelnet Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Company shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facility provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Hubbell Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Inergy L P)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during in connection with any workout, restructuring or negotiations in respect of thereof (other than any such Loansexpenses directly related to a court enforcement action in which the Borrower prevails on the merits in a final and nonappealable judgment).

Appears in 1 contract

Samples: Credit Agreement (Food Lion Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all reasonable out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (E Trade Financial Corp)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower ---------------------------------- shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any and each Lender, including the reasonable fees, charges and disbursements of any counsel for the Administrative Agent and the LendersAgent, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such reasonable out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Pure Resources Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket out‑of‑pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection BUSDOCS/1480716.6 #PageNum# with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or any amendments, modifications or waivers of the provisions hereof (whether or not the transactions contemplated hereby or thereby shall be consummated) ), and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any LenderAgent, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lenders, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans mademade hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Revolving Credit Agreement (Berkshire Income Realty, Inc.)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Lender and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersLender, in connection with the Loan, the preparation and administration of this Agreement the Loan Documents or any amendments, modifications or waivers of the provisions hereof provi­sions of the Loan Documents (whether or not the transactions contemplated hereby or thereby shall be consummated) and ), (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any LenderLender and its Affiliates, including the fees, charges and disbursements of any counsel for the Administrative Agent and the LendersLender, in connection with the enforcement enforcement, collection or protection of their its rights in connection with this Agreementthe Loan Documents, including its rights under this Section, or in connection with the Loans madeLoan, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loansthe Loan.

Appears in 1 contract

Samples: Credit Agreement (Utah Medical Products Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with (x) the syndication of the credit facilities provided for herein and the preparation and administration of this Agreement or and (y) any amendments, modifications or waivers of the provisions hereof (whether or not the Transactions or any transactions contemplated thereby shall be consummated), provided that the fees payable to the counsel for the Administrative Agent pursuant to this subclause (i) shall not exceed the amount specified in the Mandate Letter and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Capital Trust Inc)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrower shall pay (i) all reasonable invoiced out-of-pocket and documented out‑of‑pocket expenses incurred by the Administrative Agent and the Lendersits Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the LendersAgent, in connection with the syndication of the credit facilities provided for herein, the preparation and administration of this Agreement or the Loan Documents and any amendments, modifications or waivers of the provisions hereof thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or any LenderLender Party, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersany Lender Party, in connection with the enforcement or protection of their its rights in connection with this Agreement, the Loan Documents (including its rights under this Section, ) or in connection with the Loans madeLoans, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such the Loans.

Appears in 1 contract

Samples: Loan Agreement (Vitro Sa De Cv)

Expenses Indemnity Damage Waiver. (a) The Loan Parties Borrowers shall pay (i) all reasonable invoiced out-of-pocket expenses incurred by the Administrative Agent Agent, each Lender and the Lenderstheir Affiliates, including the reasonable fees, charges and disbursements of counsel for the Administrative Agent and the Lenderseach Lender, in connection with the administration preparation of this Agreement and the other Financing Documents or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated) and out-of-pocket field examination expenses, and (ii) all out-of-pocket expenses invoiced to and incurred by the Administrative Agent and/or or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Lendersor any Lender, in connection with the enforcement or protection of their its rights in connection with this Agreement, including its rights under this Section, or in connection with the Loans made, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans.

Appears in 1 contract

Samples: Credit Agreement (Pinnacle Airlines Corp)

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