Payment of Expenses and Taxes; Indemnification. (a) Each Borrower agrees separately (subject to Section 9.5(b)) (i) to reimburse the Administrative Agent for its reasonable out-of-pocket costs and expenses incurred in connection with the development, preparation and execution of, and any amendment, supplement or modification to, this Agreement and the other Loan Documents and any other documents prepared in connection herewith or therewith, and the consummation and administration of the transactions contemplated hereby and thereby, including, without limitation, the reasonable fees and disbursements of counsel to the Administrative Agent, (ii) to reimburse each Lender and the Administrative Agent for all its costs and expenses incurred in connection with the enforcement or preservation of any rights under this Agreement with respect to such Borrower, the other Loan Documents and any such other documents, including, without limitation, the reasonable fees and disbursements of counsel to each Lender and of counsel to the Administrative Agent, (iii) to indemnify and hold harmless each Lender and the Administrative Agent from any and all recording and filing fees and any and all liabilities with respect to, or resulting from any delay in paying, stamp, excise and other taxes, if any, which may be payable or determined to be payable in connection with the execution and delivery of, or consummation or administration of any of the transactions contemplated by, or any amendment, supplement or modification of, or any waiver or consent under or in respect of, this Agreement, the other Loan Documents and any such other documents with respect to such Borrower, and (iv) to indemnify and hold harmless each Lender and the Administrative Agent (and their respective affiliates, directors, officers, agents and employees (the “Related Parties” and collectively with the Administrative Agent and the Lenders, the “Indemnified Parties”)) from and against any and all other liabilities, obligations, losses, damages, penalties, actions, judgments, suits, reasonable costs, reasonable out-of-pocket expenses or disbursements of any kind or nature whatsoever arising from or in connection with the execution, delivery, enforcement, performance and administration of this Agreement, the actual or proposed use of proceeds, the other Loan Documents and any such other documents, the failure of such Borrower to comply with rules, regulations and laws regarding the business of mutual funds, such Borrower’s false or incorrect representations ...
Payment of Expenses and Taxes; Indemnification. (a) Borrower agrees to pay (i) all reasonable out-of-pocket expenses incurred by each of the Agents and their respective Affiliates, including the reasonable fees, charges and disbursements of counsel for the Agents in connection with the syndication of the credit facilities provided for herein, the preparation and administration of the Credit Documents or any amendments, modifications or waivers of the provisions thereof (whether or not the transactions contemplated hereby or thereby shall be consummated or any such amendment, modification or waiver becomes effective), (ii) all reasonable out-of-pocket expenses incurred by the Issuing Lenders in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and (iii) all reasonable out-of-pocket expenses incurred by the Agents, the Issuing Lender or any Lender, including the reasonable fees, charges and disbursements of any counsel for the Agents, the Issuing Lender or any Lender, in connection with the enforcement or protection of their rights in connection with the Credit Documents, including their rights under this subsection 11.5, or in connection with the Loans made, or Letters of Credit issued or drawn hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Loans or Letters of Credit.
Payment of Expenses and Taxes; Indemnification. The Borrower agrees:
Payment of Expenses and Taxes; Indemnification. EACH OBLIGOR JOINTLY AND SEVERALLY AGREES (A) TO PAY OR REIMBURSE COLLATERAL AGENT AND APPROVED HEDGE COUNTERPARTY FOR ALL OF THEIR RESPECTIVE OUT-OF-POCKET COSTS AND EXPENSES INCURRED IN CONNECTION WITH THE DEVELOPMENT, PREPARATION AND EXECUTION OF, AND ANY AMENDMENT, SUPPLEMENT OR MODIFICATION TO, THIS AGREEMENT AND THE OTHER TRANSACTION DOCUMENTS AND ANY OTHER DOCUMENTS PREPARED IN CONNECTION HEREWITH OR THEREWITH, AND THE CONSUMMATION AND ADMINISTRATION OF THE TRANSACTIONS CONTEMPLATED HEREBY AND THEREBY, INCLUDING THE REASONABLE FEES AND DISBURSEMENTS OF COUNSEL TO COLLATERAL AGENT AND APPROVED HEDGE COUNTERPARTY AND FILING AND RECORDING FEES AND EXPENSES, WITH STATEMENTS WITH RESPECT TO THE FOREGOING TO BE SUBMITTED TO BORROWER PRIOR TO THE EFFECTIVE DATE (IN THE CASE OF AMOUNTS TO BE PAID ON THE EFFECTIVE DATE) AND FROM TIME TO TIME THEREAFTER ON A QUARTERLY BASIS OR SUCH OTHER PERIODIC BASIS AS COLLATERAL AGENT OR APPROVED HEDGE COUNTERPARTY SHALL DEEM APPROPRIATE, (B) TO PAY OR REIMBURSE EACH SECURED PARTY AND COLLATERAL AGENT FOR ALL OF THEIR RESPECTIVE COSTS AND EXPENSES INCURRED IN CONNECTION WITH THE ENFORCEMENT OR PRESERVATION OF ANY RIGHTS UNDER THIS AGREEMENT, THE OTHER TRANSACTION DOCUMENTS AND ANY SUCH OTHER DOCUMENTS, INCLUDING THE FEES AND DISBURSEMENTS OF COUNSEL (AND OTHER AGENTS AND PROFESSIONALS), TO EACH SECURED PARTY AND TO COLLATERAL AGENT, (C) TO PAY, INDEMNIFY, AND HOLD EACH SECURED PARTY AND COLLATERAL AGENT HARMLESS FROM AND AGAINST, ANY AND ALL RECORDING AND FILING FEES AND ANY AND ALL LIABILITIES WITH RESPECT TO, OR RESULTING FROM ANY DELAY IN PAYING, STAMP, EXCISE AND OTHER TAXES, IF ANY, THAT MAY BE PAYABLE OR DETERMINED TO BE PAYABLE IN CONNECTION WITH THE EXECUTION AND DELIVERY OF, OR CONSUMMATION OR ADMINISTRATION OF ANY OF THE TRANSACTIONS CONTEMPLATED BY, OR ANY AMENDMENT, SUPPLEMENT OR Intercreditor and Collateral Agency Agreement MODIFICATION OF, OR ANY WAIVER OR CONSENT UNDER OR IN RESPECT OF, THIS AGREEMENT, THE OTHER TRANSACTION DOCUMENTS AND ANY SUCH OTHER DOCUMENTS, AND (D) TO PAY, INDEMNIFY, AND HOLD EACH SECURED PARTY AND COLLATERAL AGENT AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AFFILIATES, AGENTS AND CONTROLLING PERSONS (EACH, AN “INDEMNITEE”) HARMLESS FROM AND AGAINST ANY AND ALL OTHER LIABILITIES, OBLIGATIONS, LOSSES, DAMAGES, PENALTIES, ACTIONS, JUDGMENTS, SUITS, COSTS, EXPENSES OR DISBURSEMENTS OF ANY KIND OR NATURE WHATSOEVER WITH RESPECT TO THE EXECUTION, DELIVERY, ENFORCEMENT, PERFORMANCE...
Payment of Expenses and Taxes; Indemnification. (a) The Borrower agrees to pay all out of pocket costs and expenses of the Agent, including the reasonable fees and disbursements of special counsel for the Agent, in connection with the negotiation, preparation, execution and delivery of this Agreement, the Notes, the Borrower Guaranty, the Employee Pledge Agreements, and any other Credit Document, to pay all reasonable out of pocket costs and expenses of the Banks in connection with the enforcement of this Agreement, the Notes, and any other Credit Document, including reasonable attorneys' fees and disbursements arising in connection therewith (whether or not suit is instituted), and also to pay all reasonable actual out-of-pocket costs of the Banks in connection with any inspections, investigations, or examinations performed under the Security Agreement.
Payment of Expenses and Taxes; Indemnification. (a) The Borrower agrees (i) to pay or reimburse the Administrative Agent, the Co-Agents and the Institutions, in accordance with paragraph (b) below, for all their respective out-of-pocket costs and expenses incurred in connection with the preparation and execution of, and any amendment, supplement or modification to, this Agreement, the Notes and the other Loan Documents and any other documents prepared in connection herewith or therewith, and the consummation of the transactions contemplated hereby and thereby and by Sections 9.5 and 10.25 in connection with the issuance of Bonds and the Bond Letters of Credit, including, without limitation, the reasonable fees and expenses of Simpxxx Xxxxxxx & Xartxxxx xx special counsel to the Administrative Agent, the Co-Agents and the Institutions, the reasonable fees and expenses of Williams, Mullen, Christian & Dobbxxx xx special Virginia counsel to the Administrative Agent, the Co-Agents of the Institutions, the reasonable fees and expenses of Debevoise & Plimxxxx, xxecial counsel to the Institutions with respect to intercreditor matters, the reasonable fees and 113 105 expenses of the Independent Engineer, the Independent Insurance Consultant, the Environmental Consultant, the Coal Consultant and the Ornamental Flower Market Consultant incurred in connection with the performance of their respective duties under this Agreement (including, without limitation, the preparation by the Independent Engineer and the Coal Consultant of the annual updated Coal Report and Independent Engineer's Report, respectively, to be provided to the Lenders as contemplated in this Agreement), the out-of-pocket expenses and counsel fees and disbursements incurred by the Administrative Agent and the Co-Agents in connection with the syndication of the Commitments to the Banks, the reasonable fees and expenses (including reasonable counsel fees) of the Security Agent, the reasonable out-of-pocket expenses of the Administrative Agent in connection with the administration of this Agreement and the other Loan Documents, and all fees, taxes, other charges and costs and expenses relating to the recordings, filings and other actions referred to in Section 8.13 (the foregoing costs and expenses in this clause (i) being herein called "Reimbursable Expenses"); (ii) to pay or reimburse each Lender, the Administrative Agent and the Security Agent for all of their respective out-of-pocket costs and expenses incurred in connection with the enforcement ...
Payment of Expenses and Taxes; Indemnification. (a) The Companies will jointly and severally pay or reimburse Access Capital for all of Access Capital’s reasonable out of pocket costs and expenses incurred in connection with the preparation and execution of, and any amendment, supplement or modification to this Agreement and any of the other Transaction Documents and the consummation of the transactions contemplated hereby and thereby, including, without limitation, the reasonable fees and disbursements of counsel to Access Capital (whether or not such counsel is affiliated with Access Capital). The Companies shall jointly and severally pay or reimburse Access Capital for all reasonable costs and expenses incurred for such additional services as may be required hereunder, in each case in accordance with the regular practices of Access Capital and in accordance with Access Capital’s regular service charge rate schedule.
Payment of Expenses and Taxes; Indemnification. (a) the Borrower agrees to pay on demand all costs and expenses of the Agent in connection with the syndication, preparation, negotiation, execution, delivery, administration, modification, and amendment of (and any waiver or consent with respect to) this Agreement, the other Loan Documents, and the other documents to be delivered hereunder, including, without limitation, the reasonable fees and expenses of counsel for the Agent with respect thereto (including, to the extent permitted by applicable law, the cost of internal counsel) and with respect to advising the Agent as to its rights and responsibilities under the Loan Documents. The Borrower further agrees to pay on demand all costs and expenses of the Agent and the Lenders (including, without limitation, reasonable attorneys' fees and, with respect to the Agent and to the extent permitted by applicable law, the cost of internal counsel) in connection with any Default or Event of Default and the enforcement (whether through negotiations, legal proceedings, or otherwise) of the Loan Documents and the other documents to be delivered hereunder.
Payment of Expenses and Taxes; Indemnification. . . .33 9.6 Successors and Assigns; Assignments and Participations. . . . . . . . . . . . . . . . . . . .33 9.7
Payment of Expenses and Taxes; Indemnification. 64 Section 10.7. SURVIVAL OF REPRESENTATIONS AND WARRANTIES.................65 Section 10.8. NOTICES....................................................65 Section 10.9. EXECUTION..................................................67 Section 10.10. AMENDMENTS.................................................67 Section 10.11.
