Other Fees, Costs and Expenses Sample Clauses

Other Fees, Costs and Expenses. Participant also agrees to pay HCC at its standard consulting rate plus all expenses incurred for set up, handling, conversion and other services required for processing of information transmitted to HCC to satisfy the requirements of Section 2.2, above, unless a different fee arrangement with respect to such services is indicated on Exhibit "B". All of such fees must be approved by the Board of Directors of HCC. Participant hereby authorizes HCC to debit such fees from Participant's designated bank account as provided in Exhibit "B". HCC will give Participant prior notice of debits made under the terms of this Section 3.3. Participant is responsible for collection and payment to HCC of all such fees, costs and other expenses that are attributable to Participant and all of Participant's affiliates and franchisees that utilize the HCC System under this Agreement.
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Other Fees, Costs and Expenses. Each Borrower shall pay to the Agent on demand all fees, costs and expenses incurred by the Agent in connection with any matters contemplated by or arising out of this Agreement or any other Financing Agreement (which fees, costs and expenses shall be part of the Obligations and secured by the Collateral) including, without limitation: (i) following the occurrence of an Event of Default in verifying or inspecting the Accounts or the Inventory or the Borrower's records with respect thereto; (ii) in connection with opening and maintaining the Blocked Accounts and depositing for collection any check or item of payment received by and/or delivered to any Collecting Bank or the Agent or any Lender on account of the Obligations; (iii) arising out of the Agent's indemnification of any Collecting Bank against damages incurred by such Collecting Bank in the operation of a Blocked Account; (iv) in connection with the Agent's forwarding to any Borrower the proceeds of loans or advances hereunder including, without limitation, transfer fees; (v) arising from photocopying and other mechanical or electronic reproduction in connection with the rights of inspection under SUBSECTION 7.2; (vi) in connection with the negotiation, preparation, review, execution, delivery and ongoing administration of the Financing Agreements and all amendments, modifications and waivers with respect hereto or with respect to the other Financing Agreements including, without limitation, search fees, appraisal fees and expenses, title insurance policy fees, costs and expenses; filing and recording fees; reasonable fees, costs and expenses of the Agent's attorneys and paralegals and all Taxes payable in connection with this Agreement or the other Financing Agreements, whether such fees, costs and expenses are incurred prior to, on or after the Closing Date; (vii) in connection with any documentation, negotiation, review or closing with respect to any Subordinated Debt, including, without limitation, the fees, costs and expenses of the Agent's attorneys and paralegals; (viii) arising from the Agent's employment of counsel or otherwise in connection with protecting, perfecting or preserving the Agent's Liens in the Collateral and (ix) in connection with any refinancing or restructuring of the credit arrangements provided under the Financing Agreements, whether in the nature of a "workout" or in connection with any insolvency or bankruptcy proceedings, or in connection with any other matters contem...
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Other Fees, Costs and Expenses. All other fees, costs and expenses incurred in connection with the negotiation, preparation, and execution of this Agreement and the Definitive Agreements, as well as those arising out of or in connection with this Agreement shall be borne and paid by the Party incurring such fees, costs and expenses. The fees in respect of the Second Payment SBLC and Final Payment SBLC shall be for the account of the Purchasers.
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Other Fees, Costs and Expenses. The Senior Lenders have received evidence satisfactory to them that all fees, costs and expenses due and payable to any Finance Party on or prior to the first Disbursement in accordance with the Financing Documents, including the invoiced fees and expenses of the Senior Lenders’ counsel as provided in Section 2.16(b)(ii) (Expenses), have been reimbursed or confirmation that those fees and expenses have been paid directly to that counsel or that arrangements to apply the requisite portion of the proceeds of the first Disbursement to the payment of such fees, costs and expenses have been made.
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Other Fees, Costs and Expenses. Participant also agrees to pay HCC at its standard consulting rate plus all expenses incurred for set up, handling, conversion and other services required for processing of information transmitted to HCC to satisfy the requirements of Section 2.2, above, unless a different fee arrangement with respect to such services is indicated on Exhibit "B". All of such fees must be approved in writing, in advance by Participant. Participant agrees to pay all such fees by wire transfer of good funds to HCC's account within two (2) business days after receipt by Participant of the billing statements described in Section 3.5, below. Participant is responsible for collection and payment to HCC *Confidential Treatment Requested 7 of all such fees, costs and other expenses that are attributable to Participant and all of Participant's affiliates and franchisees that utilize the HCC System under this Agreement.
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Other Fees, Costs and Expenses. The Lessor shall also pay all reasonable fees, costs and expenses incurred by the Credit Bank, the Issuer or the Lessor in connection with this Reimbursement Agreement, including, without limitation, all reasonable fees and expenses of their respective legal counsel incurred in connection herewith from time to time.
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Other Fees, Costs and Expenses. Clause 17.2 (Amendment Costs) of the Third Amended and Restated Facility Agreement, as amended and supplemented by this Agreement, applies to this Agreement as if it were expressly incorporated in it with any necessary modifications.
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Other Fees, Costs and Expenses. Borrower shall have paid all fees and expenses due to any Lender, the Collateral Agent or the Administrative Agent (including all reasonable fees and expenses of legal counsel for any of the foregoing), on or before the date of such Loan, or arrangements satisfactory to such Lender, the Collateral Agent or the Administrative Agent, shall have been made for the payment of such fees and expenses from the proceeds of the Borrowing of Loans on such date.
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Other Fees, Costs and Expenses. The Borrower will be responsible for all reasonable out-of-pocket fees, costs and expenses of the Lender (including, without limitation, counsel fees and expenses and costs associated with lien searches, and recordation) incurred in connection with the negotiation, execution, delivery, administration and enforcement of the Loan Documents. In consideration of the undertakings of the Lender hereunder and recognizing that in connection herewith the Lender will be incurring such fees, costs and expenses, the Borrower agrees to reimburse the Lender for all such fees, costs and expenses, regardless of whether, or to what extent, any of the transactions contemplated hereby are consummated. Lender counsel fees are capped at $20,000 and shall be payable by the borrower at closing.
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Related to Other Fees, Costs and Expenses

  • Fees, Costs and Expenses All fees, costs and expenses (including attorneys’ fees and expenses) incurred by any party hereto in connection with the preparation, negotiation and execution of this Agreement and the exhibits and schedules hereto and the consummation of the transactions contemplated hereby and thereby shall be the sole and exclusive responsibility of such party. In addition, the Company will pay the costs associated with any filings with, or compliance with any of the requirements of any governmental authorities.

  • Payment of Fees, Costs and Expenses The Administrative Agent shall have received payment of all fees, costs and expenses, including, without limitation, all fees, costs and expenses of the Administrative Agent (including, without limitation, the reasonable fees and out-of-pocket expenses of counsel for the Administrative Agent) in connection with this Amendment, the Credit Agreement and each other Loan Document, as required by Sections 8 and 9 hereof.

  • Attorneys’ Fees, Costs and Expenses In any action or proceeding between Borrower and Bank arising out of or relating to the Loan Documents, the prevailing party shall be entitled to recover its reasonable attorneys’ fees and other costs and expenses incurred, in addition to any other relief to which it may be entitled.

  • Attorney Fees, Costs and Expenses The Company shall promptly reimburse Employee, on a monthly basis, for the reasonable attorney fees, costs and expenses incurred by the Employee in connection with any action brought by Employee to enforce his rights hereunder, regardless of the outcome of the action.

  • Costs and Expenses The Borrower shall pay (i) all reasonable out-of-pocket expenses incurred by the Administrative Agent and its Affiliates (including the reasonable fees, charges and disbursements of counsel for the Administrative Agent), in connection with the syndication of the credit facilities provided for herein, the preparation, negotiation, execution, delivery 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), (ii) all reasonable out-of-pocket expenses incurred by the L/C Issuer in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and (iii) all out-of-pocket expenses incurred by the Administrative Agent, any Lender or the L/C Issuer (including the fees, charges and disbursements of any counsel for the Administrative Agent, any Lender or the L/C Issuer), and shall pay all fees and time charges for attorneys who may be employees of the Administrative Agent, any Lender or the L/C Issuer, in connection with the enforcement or protection of its rights (A) in connection with this Agreement and the other Loan Documents, including its rights under this Section, or (B) 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.

  • Attorneys’ Fees; Costs Should litigation be necessary to enforce any terms or provisions of this Agreement, then each party shall bear its own litigation and collection expenses, witness fees, court costs and attorney’s fees.

  • Costs, Fees and Expenses Except as otherwise specifically provided herein, each party hereto agrees to pay all costs, fees and expenses which it has incurred in connection with or incidental to the matters contained in this Agreement, including without limitation any fees and disbursements to its accountants and counsel; provided, that the Assuming Institution shall pay all fees, costs and expenses (other than attorneys' fees incurred by the Receiver) incurred in connection with the transfer to it of any Assets or Liabilities Assumed hereunder or in accordance herewith.

  • Other Costs and Expenses Seller shall reimburse Agent, each Purchaser Agent and each Conduit on demand for all costs and out-of-pocket expenses in connection with the preparation, negotiation, arrangement, execution, delivery, enforcement and administration of this Agreement, the transactions contemplated hereby and the other documents to be delivered hereunder, including without limitation, the cost of any Conduit’s auditors auditing the books, records and procedures of Seller, reasonable fees and out-of-pocket expenses of legal counsel for any Conduit, any Purchaser Agent and/or Agent (which such counsel may be employees of any Conduit, any Purchaser Agent or Agent) with respect thereto and with respect to advising any Conduit, any Purchaser Agent and/or Agent as to their respective rights and remedies under this Agreement. Seller shall reimburse Agent and each Purchaser Agent on demand for any and all costs and expenses of Agent, the Purchaser Agents and the Purchasers, if any, including reasonable counsel fees and expenses in connection with the enforcement of this Agreement and the other documents delivered hereunder and in connection with any restructuring or workout of this Agreement or such documents, or the administration of this Agreement following an Amortization Event. Seller shall reimburse each Conduit on demand for all other costs and expenses incurred by such Conduit (“Other Costs”), including, without limitation, the cost of auditing such Conduit’s books by certified public accountants, the cost of rating the Commercial Paper of such Conduit by independent financial rating agencies, and the reasonable fees and out-of-pocket expenses of counsel for such Conduit or any counsel for any shareholder of such Conduit with respect to advising such Conduit or such shareholder as to matters relating to such Conduit’s operations.

  • Costs and Expenses, etc The Administrative Agent shall have received for the account of each Lender, all fees, costs and expenses due and payable pursuant to Section 9.03 of the Credit Agreement, if then invoiced.

  • Attorney Costs and Expenses The Borrowers agree (a) to pay or reimburse the Administrative Agent for all reasonable and demonstrable costs and expenses incurred in connection with the development, preparation, negotiation and execution of this Agreement and the other Loan Documents and any amendment, waiver, consent or other modification of the provisions hereof and thereof (whether or not the transactions contemplated hereby or thereby are consummated), and the consummation and administration of the transactions contemplated hereby and thereby, including all Attorney Costs of a single counsel (and one local counsel in each jurisdiction where required or other additional counsel to the extent required due to a conflict of interest), and (b) to pay or reimburse the Administrative Agent and each Lender for all costs and expenses incurred in connection with the enforcement, attempted enforcement, or preservation of any rights or remedies under this Agreement or the other Loan Documents (including all such costs and expenses incurred during any “workout” or restructuring in respect of the Obligations and during any legal proceeding, including any proceeding under any Debtor Relief Law), including all Attorney Costs. The foregoing costs and expenses shall include all reasonable search and filing charges and fees and taxes related thereto, and other reasonable out-of-pocket expenses incurred by the Administrative Agent and the reasonable cost of independent public accountants and other outside experts retained by the Administrative Agent or any Lender. All amounts due under this Section 9.4 shall be payable within 15 Business Days after delivery to the Borrowers of a certificate setting forth in reasonable detail the basis for the amounts demanded. The agreements in this Section shall survive the termination of the Aggregate Commitments and repayment of all other Obligations. Notwithstanding anything to the contrary contained in this Agreement, (i) this Section 9.4 shall not govern any indemnification or other amounts relating to or attributable to taxes, and (ii) all indemnification and other amounts relating or attributable to taxes shall be governed solely and exclusively by Section 3.1.

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