Common use of Expenses; Indemnification Clause in Contracts

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documents, any waiver or consent hereunder or any amendment thereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 10 contracts

Samples: Credit Agreement (Tyco International LTD /Ber/), Credit Agreement (Tyco International LTD /Ber/), Bridge Credit Agreement (Tyco International LTD)

AutoNDA by SimpleDocs

Expenses; Indemnification. (a) The Borrower Company shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable (without duplication) the fees and disbursements of outside counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 6 contracts

Samples: Credit Agreement (Nortel Networks LTD), Credit Agreement (Nortel Networks Corp), Agreement (Nortel Networks Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable (without duplication) the fees and disbursements of outside counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 6 contracts

Samples: Credit Agreement (Nortel Networks LTD), Credit Agreement (Nortel Networks Corp), Credit Agreement (Nortel Networks Corp)

Expenses; Indemnification. (a) The Borrower Company shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Loan Documents, any waiver or consent hereunder under any Loan Document or any amendment thereof hereof or any Default or alleged Default hereunder under any Loan Document and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each BankLender, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 4 contracts

Samples: Credit Agreement (Dover Corp), Credit Agreement (Dover Corp), Assignment and Assumption Agreement (Dover Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable the fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 3 contracts

Samples: Credit Agreement (Thomas & Betts Corp), Credit Agreement (Thomas & Betts Corp), Credit Agreement (Thomas & Betts Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 3 contracts

Samples: Credit Agreement (At&t Capital Corp /De/), Credit Agreement (Cit Group Inc), Credit Agreement (At&t Capital Corp /De/)

Expenses; Indemnification. (a) The Borrower Guarantor shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof or any Default default or alleged Default default hereunder and (ii) if an Event of Default (as defined in any Credit Agreement) occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings in respect of this Agreement resulting therefrom.

Appears in 3 contracts

Samples: Parent Guarantee Agreement (Tyco International LTD /Ber/), Parent Guarantee Agreement (Tyco International LTD), Parent Guarantee Agreement (Tyco International LTD /Ber/)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable (without duplication) the fees and disbursements of outside counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 2 contracts

Samples: Credit Agreement (Primex Technologies Inc), Credit Agreement (Primex Technologies Inc)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Administrative Agent, including reasonable fees and disbursements of special counsel for the Administrative Agent, in connection with the preparation and administration of the Financing Loan Documents, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent Administrative Agent, the Issuing Lender and each BankLender, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 2 contracts

Samples: Credit Agreement (Qwest Communications International Inc), Credit Agreement (Qwest Communications International Inc)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including the reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 2 contracts

Samples: Assignment and Assumption Agreement (Ultramar Diamond Shamrock Corp), Assignment and Assumption Agreement (Ultramar Diamond Shamrock Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Administrative Agent, including reasonable fees and disbursements of special counsel for the Administrative Agent, in connection with the preparation and administration of the Financing Loan Documents, any waiver or consent hereunder thereunder or any amendment thereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Administrative Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 2 contracts

Samples: Pledge Agreement (Rite Aid Corp), Term Loan Agreement (Rite Aid Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable reasonably incurred out-of-pocket expenses of the AgentAgents, including reasonable fees and disbursements of special counsel for the AgentAgents, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Administrative Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 2 contracts

Samples: Credit Agreement (Norfolk Southern Corp), Credit Agreement (Norfolk Southern Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documents, any waiver or consent hereunder or any amendment thereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of 65 counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Agreement (Tyco International LTD /Ber/)

AutoNDA by SimpleDocs

Expenses; Indemnification. (a) The a)penThe Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Credit Agreement (At&t Capital Corp /De/)

Expenses; Indemnification. (a) The Borrower Company shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent Agent, each LC Issuer and each BankLender, including the reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Credit Agreement (Emerson Electric Co)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Loan Documents, any waiver or consent hereunder thereunder or any amendment thereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Credit Agreement (Rite Aid Corp)

Expenses; Indemnification. (a) 21. The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Loan Documents, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Credit Agreement (Qwest Communications International Inc)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, Agent in connection with the preparation and administration of the Financing Loan Documents, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each BankLender, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Term Loan Agreement (Qwest Communications International Inc)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Agent, including reasonable fees and disbursements of special counsel for the Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Agent and each Bank, including reasonable fees and disbursements of counsel, in connection with such Event of Default and collection, bankruptcy, insolvency insolvency, and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Credit Agreement (Target Corp)

Expenses; Indemnification. (a) The Borrower shall pay (i) all reasonable out-of-pocket expenses of the Administrative Agent, including reasonable fees and disbursements of special counsel for the Administrative Agent, in connection with the preparation and administration of the Financing Documentsthis Agreement, any waiver or consent hereunder or any amendment thereof hereof or any Default or alleged Default hereunder and (ii) if an Event of Default occurs, all reasonable out-of-pocket expenses incurred by the Administrative Agent and each Bank, including (without duplication) the reasonable fees and disbursements of outside counsel, in connection with such Event of Default and collection, bankruptcy, insolvency and other enforcement proceedings resulting therefrom.

Appears in 1 contract

Samples: Credit Agreement (Dean Foods Co)

Time is Money Join Law Insider Premium to draft better contracts faster.