Administrative Agent Uses in Expenses Clause

Expenses from Amendment to Amended and Restated Credit Agreement

This FIFTEENTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is made and entered into as of June 30, 2017 (the "Amendment Closing Date") by and among Bacterin International, Inc., a Nevada corporation (the "Borrower"), ROS acquisition offshore lp, a Cayman Islands Exempted Limited Partnership ("ROS"), ORBIMED ROYALTY OPPORTUNITIES II, LP, a Delaware limited partnership ("Royalty Opportunities"), and, in their capacity as Guarantors under the Credit Agreement (as defined below), XTANT MEDICAL HOLDINGS, INC., a Delaware corporation ("Holdings"), X-SPINE SYSTEMS, INC., an Ohio corporation ("X-Spine" or the "Additional Delayed Draw Borrower" and, together with the Borrower, the "Borrowers") and XTANT MEDICAL, INC., a Delaware corporation ("Xtant" and, along with Holdings and X-Spine, collectively, the "Guarantors").

Expenses. The Borrowers agree to pay on demand all expenses of the Administrative Agent (including, without limitation, the fees and out-of-pocket expenses of Covington & Burling LLP, counsel to the Administrative Agent) incurred in connection with the Administrative Agent's review, consideration and evaluation of this Amendment, including the rights and remedies available to it in connection therewith, and the negotiation, preparation, execution and delivery of this Amendment.

Expenses from Credit Agreement

THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this "Amendment"), is entered into as of June 30, 2017 (the "Amendment Effective Date"), among RADISYS INTERNATIONAL, LLC, a Delaware limited liability company (the "Guarantor"), RADISYS CORPORATION, an Oregon corporation (the "Borrower"), the several banks and other financial institutions or entities from time to time parties hereto (each a "Lender" and collectively, the "Lenders"), and SILICON VALLEY BANK ("SVB"), as administrative agent (in such capacity, the "Administrative Agent"), Issuing Lender and Swingline Lender. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement (as hereinafter defined).

Expenses. The Borrower agrees to pay all reasonable costs and expenses of the Administrative Agent in connection with the preparation, execution and delivery of this Amendment, including without limitation the reasonable fees and expenses of the Administrative Agent's legal counsel.

Expenses from Guaranty Agreement

THIS GUARANTY AGREEMENT (the Agreement), dated as of June 30, 2017 is made by ONEOK PARTNERS INTERMEDIATE LIMITED PARTNERSHIP and ONEOK PARTNERS, L.P., each a Delaware limited partnership (each a Guarantor and collectively, the Guarantors) in favor of CITIBANK, N.A., a national banking association, as administrative agent (the Administrative Agent) for the several banks and other financial institutions (the Lenders) from time to time party to the Credit Agreement dated as of April 18, 2017, by and among and ONEOK, INC. (the Borrower), the Lenders, the Administrative Agent, Citibank, N.A., as an L/C Issuer and as a Swing Line Lender, and Bank of America, N.A., as L/C Issuer and a Swing Line Lender (as amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement; capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement).

Expenses. The Guarantors shall pay on demand all out-of-pocket expenses in any way relating to the enforcement or protection of the rights of the Administrative Agent and the Lenders under this Agreement or in respect of the Guaranteed Obligations, including any incurred during any workout or restructuring in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the Administrative Agent and the Lenders in any proceeding any Debtor Relief Laws. The obligations of the Guarantors under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Agreement.

Expenses from Guaranty Agreement

THIS GUARANTY AGREEMENT (the Agreement), dated as of June 30, 2017 is made by ONEOK, INC., an Oklahoma corporation (the Guarantor) in favor of MIZUHO BANK, LTD., a national banking association, as administrative agent (the Administrative Agent) for the several banks and other financial institutions (the Lenders) from time to time party to the Term Loan Agreement, dated as of January 8, 2016 (the Original Credit Agreement), as amended by the First Amendment to Term Loan Agreement, dated as of April 18, 2017 (the Amendment), each by and among ONEOK PARTNERS, L.P. (the Borrower), the Lenders and the Administrative Agent (the Original Credit Agreement, as amended by the Amendment, and as further amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement; capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement).

Expenses. The Guarantor shall pay on demand all out-of-pocket expenses in any way relating to the enforcement or protection of the rights of the Administrative Agent and the Lenders under this Agreement or in respect of the Guaranteed Obligations, including any incurred during any workout or restructuring in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the Administrative Agent and the Lenders in any proceeding any Debtor Relief Laws. The obligations of the Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Agreement.

Expenses from Guaranty Agreement

THIS GUARANTY AGREEMENT (the Agreement), dated as of June 30, 2017 is made by ONEOK PARTNERS INTERMEDIATE LIMITED PARTNERSHIP and ONEOK PARTNERS, L.P., each a Delaware limited partnership (each a Guarantor and collectively, the Guarantors) in favor of CITIBANK, N.A., a national banking association, as administrative agent (the Administrative Agent) for the several banks and other financial institutions (the Lenders) from time to time party to the Credit Agreement dated as of April 18, 2017, by and among and ONEOK, INC. (the Borrower), the Lenders, the Administrative Agent, Citibank, N.A., as an L/C Issuer and as a Swing Line Lender, and Bank of America, N.A., as L/C Issuer and a Swing Line Lender (as amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement; capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement).

Expenses. The Guarantors shall pay on demand all out-of-pocket expenses in any way relating to the enforcement or protection of the rights of the Administrative Agent and the Lenders under this Agreement or in respect of the Guaranteed Obligations, including any incurred during any workout or restructuring in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the Administrative Agent and the Lenders in any proceeding any Debtor Relief Laws. The obligations of the Guarantors under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Agreement.

Expenses from Guaranty Agreement

THIS GUARANTY AGREEMENT (the Agreement), dated as of June 30, 2017 is made by ONEOK, INC., an Oklahoma corporation (the Guarantor) in favor of MIZUHO BANK, LTD., a national banking association, as administrative agent (the Administrative Agent) for the several banks and other financial institutions (the Lenders) from time to time party to the Term Loan Agreement, dated as of January 8, 2016 (the Original Credit Agreement), as amended by the First Amendment to Term Loan Agreement, dated as of April 18, 2017 (the Amendment), each by and among ONEOK PARTNERS, L.P. (the Borrower), the Lenders and the Administrative Agent (the Original Credit Agreement, as amended by the Amendment, and as further amended, restated, supplemented or otherwise modified from time to time, the Credit Agreement; capitalized terms used herein and not otherwise defined herein shall have the meanings assigned to such terms in the Credit Agreement).

Expenses. The Guarantor shall pay on demand all out-of-pocket expenses in any way relating to the enforcement or protection of the rights of the Administrative Agent and the Lenders under this Agreement or in respect of the Guaranteed Obligations, including any incurred during any workout or restructuring in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the Administrative Agent and the Lenders in any proceeding any Debtor Relief Laws. The obligations of the Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Agreement.

Expenses from Amendment to Credit Agreement

THIS AMENDMENT TO FIRST AMENDMENT AND LIMITED WAIVER TO CREDIT AGREEMENT AND SECOND AMENDMENT TO CREDIT AGREEMENT dated as of June 29, 2017 (this Amendment to First Amendment and Limited Waiver), is entered into among GLOBAL EAGLE ENTERTAINMENT INC., a Delaware corporation (the Company), the Guarantors identified on the signature pages hereto, the Lenders party hereto, and CITIBANK, N.A., as administrative agent (in such capacity, the Administrative Agent). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the First Amendment and Limited Waiver described below.

Expenses. The Company agrees to pay all reasonable and documented out-of-pocket costs and expenses of the Administrative Agent in connection with the preparation, execution and delivery of this Amendment to First Amendment and Limited Waiver, including without limitation the reasonable and documented fees and expenses of the Administrative Agents legal counsel, in each case, in the manner set forth in Section 10.04 of the Credit Agreement.

Expenses from Intercompany Subordination Agreement

THIS SECOND AMENDED AND RESTATED INTERCOMPANY SUBORDINATION AGREEMENT (the Agreement) is dated as of June 22, 2017 and is made by and among ADVANCED DRAINAGE SYSTEMS, INC., a Delaware corporation (ADS), EACH GUARANTOR (as defined in the Credit Agreement, as defined herein), EACH PERSON WHO HEREAFTER BECOMES A GUARANTOR UNDER THE CREDIT AGREEMENT (ADS and each Guarantor being individually referred to herein as a Company and collectively as the Companies), and PNC BANK, NATIONAL ASSOCIATION, as Administrative Agent (the Administrative Agent) for the Lenders (as defined in the Credit Agreement).

Expenses. Each Company, unconditionally and jointly and severally, agrees upon demand to pay to the Administrative Agent and the Lenders the amount of any and all out-of-pocket costs, expenses and disbursements for which reimbursement is customarily obtained, including reasonable fees and expenses of counsel (including the allocated costs of staff counsel), which the Administrative Agent or any of the Lenders may incur in connection with (a) the administration of this Agreement, (b) the exercise or enforcement of any of the rights of the Administrative Agent or the Lenders hereunder, or (c) the failure by any Company to perform or observe any of the provisions hereof.

Expenses from Consent Agreement

This CONSENT AGREEMENT, dated as of June 5, 2017 (this Agreement), is made by and among LYONDELLBASELL INDUSTRIES N.V., a naamloze vennootschap (a public limited liability company) formed under the laws of The Netherlands (the Company), LYB AMERICAS FINANCE COMPANY LLC, a Delaware limited liability company (together with the Company, the Borrowers), the Lenders party hereto, and BANK OF AMERICA, N.A., as Administrative Agent for the Lenders (in such capacity, the Administrative Agent), Swing Line Lender and L/C Issuer.

Expenses. Without limiting the provisions of Section 9.12 of the Credit Agreement, the Company agrees to pay all reasonable out of pocket costs and expenses (including without limitation reasonable legal fees and expenses) incurred before or after the date hereof by the Administrative Agent and its Affiliates in connection with the preparation, negotiation, execution, delivery and administration of this Agreement.

Expenses

This INCREASE JOINDER, dated as of June 1, 2017 (this "Increase Joinder"), by and among LANDMARK INFRASTRUCTURE OPERATING COMPANY LLC, as Borrower (the "Borrower"), CITIZENS BANK, N.A., as joint lead arranger, joint bookrunner, syndication agent and an incremental lender ("Citizens Bank") and ING Capital LLC, as joint lead arranger, joint bookrunner, documentation agent and an incremental lender (together with Citizens Bank, collectively, the "Incremental Lenders") is entered into with respect to that certain Amended and Restated Credit Agreement, dated as of November 19, 2014 (as further amended, amended and restated, supplemented or otherwise modified from time to time, the "Credit Agreement"), among the Borrower, LANDMARK INFRASTRUCTURE PARTNERS LP, the banks and other financial institutions from time to time party thereto as lenders (the "Lenders"), SUNTRUST BANK, as administrative agent (in such capacity, the "Administrative Agent") and the other agents party thereto.

Expenses. The Borrower agrees to reimburse the Administrative Agent for the reasonable out-of-pocket expenses incurred by it in connection with this Increase Joinder, including the reasonable and documented fees, charges and disbursements of Sidley Austin LLP, counsel for the Administrative Agent.