Common use of Expenses; Limitation of Liability; Indemnity; Damage Waiver Clause in Contracts

Expenses; Limitation of Liability; Indemnity; Damage Waiver. The Borrower shall pay all reasonable documented out-of-pocket expenses incurred by the Administrative Agent and its Affiliates and the Lead Arrangers and each Issuing Bank, including the due diligence expenses, syndication expenses, travel expenses, and the fees, charges and disbursements of Xxxxx Xxxx & Xxxxxxxx LLP and any other special or local counsel for the Administrative Agent as may have been retained by the Administrative Agent after consultation with the Borrower, in connection with the arrangement and syndication of the credit facilities provided for herein, the preparation, execution, delivery and administration of this Agreement (including expenses incurred in connection with due diligence) or any amendments, modifications or waivers of the provisions hereof (in each case whether or not the Transactions are consummated), all reasonable out-of-pocket expenses incurred by any Issuing Bank in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and all reasonable out-of-pocket expenses incurred by the Administrative Agent, any Issuing Bank or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent, any Issuing Bank or any Lender, in connection with the enforcement or protection of its rights under or in connection with this Agreement and the other Loan Documents, including its rights under this Section, or in connection with the Loans made 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 or Letters of Credit.

Appears in 2 contracts

Samples: Credit Agreement (Huntington Ingalls Industries, Inc.), Credit Agreement (Huntington Ingalls Industries, Inc.)

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Expenses; Limitation of Liability; Indemnity; Damage Waiver. The Borrower shall pay all reasonable documented out-of-pocket expenses incurred by the Administrative Agent and its Affiliates and the Lead Arrangers and each Issuing BankArranger, including the due diligence expenses, syndication expenses, travel expenses, and the reasonable fees, charges and disbursements of Xxxxx Xxxx & Xxxxxxxx LLP and any other special or local counsel for the Administrative Agent as may have been retained by the Administrative Agent after consultation with the Borrower, in connection with the arrangement and syndication of the credit facilities provided for herein, the preparation, execution, delivery and administration of this Agreement (including expenses incurred in connection with due diligence) or any amendments, modifications or waivers of the provisions hereof (in each case whether or not the Transactions are consummated), all reasonable out-of-pocket expenses incurred by any Issuing Bank in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder [reserved] and all reasonable out-of-pocket expenses incurred by the Administrative Agent, any Issuing Bank Agent or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent, any Issuing Bank Agent or any Lender, in connection with the enforcement or protection of its rights under or in connection with this Agreement and the other Loan Documents, including its rights under this Section, or in connection with the Loans made 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 or Letters of CreditLoans.

Appears in 2 contracts

Samples: Credit Agreement (Huntington Ingalls Industries, Inc.), Credit Agreement (Huntington Ingalls Industries, Inc.)

Expenses; Limitation of Liability; Indemnity; Damage Waiver. xlii) (a) The Borrower shall pay (i) all reasonable documented out-of-pocket expenses incurred by the Administrative Agent and its Affiliates and the Lead Arrangers and each Issuing BankArranger, including the due diligence expenses, syndication expenses, travel expenses, and the reasonable fees, charges and disbursements of Xxxxx Xxxx & Xxxxxxxx LLP and any other special or local counsel for the Administrative Agent as may have been retained by the Administrative Agent after consultation with the Borrower, in connection with the arrangement and syndication of the credit facilities provided for herein, the preparation, execution, delivery and administration of this Agreement (including expenses incurred in connection with due diligence) or any amendments, modifications or waivers of the provisions hereof (in each case whether or not the Transactions are consummated), all reasonable out-of-pocket expenses incurred by any Issuing Bank in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder (ii) [reserved] and (iii) all reasonable out-of-pocket expenses incurred by the Administrative Agent, any Issuing Bank Agent or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent, any Issuing Bank Agent or any Lender, in connection with the enforcement or protection of its rights under or in connection with this Agreement and the other Loan Documents, including its rights under this Section, or in connection with the Loans made 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 or Letters of CreditLoans.

Appears in 1 contract

Samples: Credit Agreement (Huntington Ingalls Industries, Inc.)

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Expenses; Limitation of Liability; Indemnity; Damage Waiver. (a) The Borrower shall pay (i) all reasonable and documented out-of-pocket expenses incurred by the Administrative Agent, the Collateral Agent and its Affiliates and the Lead Arrangers and each Issuing Banktheir respective Affiliates, including the due diligence expenses, syndication expenses, travel expenses, and the reasonable fees, charges and disbursements of Xxxxx Xxxx & Xxxxxxxx LLP and any other special or local counsel for the Administrative Agent, the Collateral Agent as may have been retained by the Administrative Agent after consultation with the Borrower, and their respective Affiliates in connection with the arrangement syndication and syndication distribution (including, without limitation, via the internet or through a service such as Intralinks) of the credit facilities provided for herein, the preparation, execution, delivery preparation and administration of this Agreement and the other Loan Documents (including expenses incurred in connection with due diligencerespect to the Collateral) or any amendments, modifications or waivers of the provisions hereof or thereof (in each case whether or not the Transactions are transactions contemplated hereby or thereby shall be consummated), (ii) all reasonable out-of-pocket expenses incurred by any the Issuing Bank Banks in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and (iii) all reasonable documented out-of-pocket expenses incurred by the Administrative Agent, the Collateral Agent, any Issuing Bank or any Lender, including the documented fees, charges and disbursements of any counsel for the Administrative Agent, the Collateral Agent, any Issuing Bank or any Lender, in connection with the enforcement or protection of its rights under or in connection with this Agreement and the any other Loan DocumentsDocument, including its rights under this Section, or in connection with the Loans made 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 or Letters of Credit.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

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