Costs and Expenses. The Loan Parties shall, jointly and severally, pay # 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), and # all reasonable out-of-pocket expenses incurred by the Administrative Agent or any Lender (including the fees, charges and disbursements of any counsel for the Administrative Agent or any Lender, in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the Advances made hereunder, including all such out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Advances.
Costs and Expenses. The Loan Parties shall, jointly and severally, pay # all reasonable and documented out-of-pocket expenses incurred by the Administrative Agent and its Affiliates (including(includingwith respect to legal expenses, limited to the reasonable and documented out-of-pocket fees, charges and disbursements of one primary outside counsel and one local counsel in each relevant jurisdiction 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), and # all reasonable and documented out-of-pocket expenses incurred by the Administrative Agent or any Lender (including thewith respect to legal expenses, limited to the reasonable and documented out-of-pocket fees, charges and disbursements of anyanyone primary outside counsel and one local counsel in each relevant jurisdiction for the Administrative Agent or any Lender, taken as a whole, in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the Advances made hereunder, including all such documented out-of-pocket expenses incurred during any workout, restructuring or negotiations in respect of such Advances.
Costs and Expenses. The Loan Parties shall, jointly and severally,shall pay # all reasonable out-of-pocket expenses incurred by the Administrative Agent and its Affiliates (including(including, but not limited to, # the reasonable fees, charges and disbursements of counsel for the Administrative Agent)Agent and its Affiliates and # due diligence expenses), and shall pay all fees and time charged and disbursements for attorneys who may be employees of 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), and # all reasonable out-of-pocket expenses incurred by the Administrative AgentL/C Issuer in connection with the issuance, amendment, extension, reinstatement or renewal of any Letter of Credit or any demand for payment thereunder and # 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 AgentAgent, 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,Lender or the L/C Issuer, in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section,[Section 11.04], or # in connection with the AdvancesLoans 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 Advances.Loans or Letters of Credit.
Costs and Expenses. The Loan Parties shall,shall jointly and severally, payseverally pay, or cause to be paid, # all reasonable out-of-pocket expenses incurred by the Administrative AgentAgent, the Arrangers and itstheir respective Affiliates (including the reasonable fees, charges and disbursements of counsel for the Administrative Agent)Agent and the Arrangers), 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, amendments and restatements, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), # all reasonable out-of-pocket expenses incurred by any L/C Issuer in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and # all reasonable out-of-pocket expenses incurred by the Administrative AgentAgent, any Lender or any LenderL/C Issuer (including the fees, charges and disbursements of any counsel for the Administrative AgentAgent, any Lender or any Lender,L/C Issuer, including the allocated costs of internal counsel), in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesLoans 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 Advances.Loans or Letters of Credit.
Costs and Expenses. The Loan Parties shall, jointly and severally,shall pay # 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), and # all reasonable out-of-pocket expenses incurred by the Administrative AgentL/C Issuer in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any Lenderdemand for payment thereunder and # all out-of-pocket expenses incurred by the , any or the L/C Issuer (including the fees, charges and disbursements of any counsel for the Administrative Agent, any or any Lender,the L/C Issuer), in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesLoans 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 Advances.Loans or Letters of Credit.
Costs and Expenses. The Loan Parties shall,Borrower and each other Credit Party, jointly and severally, shall pay # all reasonable out-of-out of pocket expenses incurred by the Administrative Agent and its Affiliates (including the reasonable fees, charges and disbursements of one primary counsel for the Administrative Agent)Agent and, if reasonably necessary, a single local counsel for the Administrative Agent in each relevant jurisdiction), in connection with the syndication of the credit facilities provided for herein,Credit Facility, 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), subject to the terms and limitations in the Engagement Letter with respect to amounts incurred on or prior to the Closing Date, # all reasonable out of pocket expenses incurred by any Issuing Lender in connection with the issuance, amendment, renewal or extension of any Letter of Credit or any demand for payment thereunder and # all reasonable out-of-out of pocket expenses incurred by the Administrative AgentAgent, any Lender or any Issuing Lender (including the fees, charges and disbursements of anyone primary counsel for the Administrative AgentAgent, any Lender or any Lender,Issuing Lender and, if reasonably necessary, a single local counsel in each relevant jurisdiction (unless there is an actual or perceived conflict of interest in which case each such Person may retain its own counsel)), in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesLoans made or Letters of Credit issued hereunder, including all such out-of-out of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Advances.Loans or Letters of Credit.
Costs and Expenses. The Loan Parties shall, jointly and severally,Borrower shall pay # all reasonable and documented out-of-pocket expenses incurred by the Administrative Agent and its Affiliates (including the reasonable and documented fees, charges and reasonable and documented disbursements of an external counsel for the Administrative Agent)Agent (which shall be the only counsel Borrower shall be required to reimburse with respect to the initial preparation of the Loan) and any special or local counsel to the Administrative Agent (on behalf of the Lenders), if necessary), 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), # all reasonable and documented 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 # all reasonable and documented out-of-pocket expenses incurred by the Administrative AgentAgent, any Lender (after the occurrence of a Default) or any Lenderthe L/C Issuer (including the fees, charges and reasonable disbursements of anyone lead counsel for the Administrative AgentAgent, the Lenders and the L/C Issuer taken as a whole, one local counsel in each relevant jurisdiction and, in the event of any actual or any Lender,potential conflict of interest, one additional firm of counsel (and local counsel) in each relevant jurisdiction for the Administrative Agent, each Lender or group of Lenders subject to such conflict and similarly situated), in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesLoans 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 Advances.Loans or Letters of Credit.
Costs and Expenses. The Loan Parties shall, jointly and severally,Borrower shall pay # all reasonable out-of-out of pocket expenses incurred by the Administrative Agent and its Affiliates (including the reasonable fees, charges and disbursements of a single external counsel for the Administrative Agent), in connection with the syndication of the credit facilities provided for herein,Term Loan Facility, the preparation, negotiation, execution, delivery and administration of this Agreement and the other Loan DocumentsDocuments, or any amendments, modifications or waivers of the provisions hereof or thereof (whether or not the transactions contemplated hereby or thereby shall be consummated), and # all reasonable out-of-out of pocket expenses incurred by the Administrative Agent or any Lender (including the reasonable fees, charges and disbursements of anya single counsel for the Administrative Agent orand the (selected by the Administrative Agent) plus one additional counsel if any Lender,Lender reasonably determines that due to a conflict its interests are better represented by separate counsel), in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesTerm Loans made hereunder, including all such out-of-out of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Advances.Term Loans.
Costs and Expenses. The Loan Parties shall, jointly and severally,Borrowers shall pay # all reasonable out-of-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), # 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 # all reasonable out-of-out of pocket expenses incurred by the Administrative AgentAgent, any Lender or any Lenderthe L/C Issuer (including the fees, charges and disbursements of any counsel for the Administrative AgentAgent, any Lender or any Lender,the L/C Issuer), in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesLoans made or Letters of Credit issued hereunder, including all such out-of-out of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Advances.Loans or Letters of Credit.
Costs and Expenses. The Loan Parties shall, jointly and severally,Company shall pay # all reasonable out-of-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 as required under the 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), # 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 # all reasonable out-of-out of pocket expenses incurred by the Administrative AgentAgent, any Lender or any Lenderthe L/C Issuer (including the fees, charges and disbursements of any counsel for the Administrative AgentAgent, 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,Lender or the L/C Issuer in connection with the enforcement or protection of its rights # in connection with this Agreement and the other Loan Documents, including its rights under this Section, or # in connection with the AdvancesLoans made or Letters of Credit issued hereunder, including all such out-of-out of pocket expenses incurred during any workout, restructuring or negotiations in respect of such Advances.Loans or Letters of Credit.
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