Common use of Subsequent costs Clause in Contracts

Subsequent costs. Borrower shall also pay to the Administrative Agent, on demand, all reasonable costs and expenses actually incurred by the Administrative Agent in connection with matters contemplated hereby to occur post-closing and any post-closing documents to be delivered hereunder, including without limitation, the costs of the Administrative Agent’s auditors auditing the books, records and procedures of Borrower, the reasonable fees and out-of-pocket expenses of outside legal counsel for the Administrative Agent actually incurred (but no payment shall be due for such counsel who are employees of the Conduits, the Co-Agents or the Administrative Agent) with respect to the Transaction Documents, any amendments thereto and the transactions contemplated thereby, any fees of rating agencies associated with reviewing the Transaction Documents and providing rating confirmations, or other confirmation related to the rating, of each Conduit’s commercial paper in connection herewith or therewith and with respect to advising the Agents and the Lenders as to their respective rights and remedies under the Transaction Documents. Furthermore, following the occurrence of an Amortization Event, Borrower shall pay to the applicable Agent, on demand, any and all reasonable costs and expenses of the Agents and the Lenders (including reasonable counsel fees and expenses) actually incurred in connection with the enforcement of the Transaction Documents and in connection with any restructuring or workout of this Agreement or the administration of the Transaction Documents.

Subsequent costs. Borrower shall also pay to the Administrative Agent, on demand, all reasonable costs and expenses actually incurred by the Administrative Agent in connection with matters contemplated hereby to occur post-closing and any post-closing documents to be delivered hereunder, including without limitation, the costs of the Administrative Agent’s auditors auditing the books, records and procedures of Borrower, the reasonable fees and out-of-pocket expenses of outside legal counsel for the Administrative Agent actually incurred (but no payment shall be due for such counsel who are employees of the Conduits, the Co-Agents or the Administrative Agent) with respect to the Transaction Documents, any amendments thereto and the transactions contemplated thereby, any fees of rating agencies associated with reviewing the Transaction Documents and providing rating confirmations, or other confirmation related to the rating, of each Conduit’s commercial paper in connection herewith or therewith and with respect to advising the Agents and the Lenders as to their respective rights and remedies under the Transaction Documents. Furthermore, following the occurrence of an Amortization Event, Borrower shall pay to the applicable Agent, on demand, any and all reasonable costs and expenses of the Agents and the Lenders (including reasonable counsel fees and expenses) actually incurred in connection with the enforcement of the Transaction Documents and in connection with any restructuring or workout of this Agreement or the administration of the Transaction Documents.

Subsequent costs. Borrower shall also pay to the Administrative Agent, on demand, all reasonable costs and expenses actually incurred by the Administrative Agent in connection with matters contemplated hereby to occur post-closing and any post-closing documents to be delivered hereunder, including without limitation, the costs of the 60993798_4.DOC Administrative Agent’s auditors auditing the books, records and procedures of Borrower, the reasonable fees and out-of-pocket expenses of outside legal counsel for the Administrative Agent actually incurred (but no payment shall be due for such counsel who are employees of the Conduits, the Co-Agents or the Administrative Agent) with respect to the Transaction Documents, any amendments thereto and the transactions contemplated thereby, any fees of rating agencies associated with reviewing the Transaction Documents and providing rating confirmations, or other confirmation related to the rating, of each Conduit’s commercial paper in connection herewith or therewith and with respect to advising the Agents and the Lenders as to their respective rights and remedies under the Transaction Documents. Furthermore, following the occurrence of an Amortization Event, Borrower shall pay to the applicable Agent, on demand, any and all reasonable costs and expenses of the Agents and the Lenders (including reasonable counsel fees and expenses) actually incurred in connection with the enforcement of the Transaction Documents and in connection with any restructuring or workout of this Agreement or the administration of the Transaction Documents.