Parent Borrower on behalf of itself and the other Borrowers agrees to (i) promptly (and in any event no less than on a monthly basis, ten (10) Business Days after submission of invoices documenting out-of-pocket expenses) pay all reasonable and documented out-of-pocket expenses incurred by Agent and the Arrangers in connection with any matters contemplated by or arising out of the Loan Documents or in connection with the examination, review, due diligence investigation, documentation, negotiation, closing and syndication of the transactions contemplated herein and in connection with the continued administration, (ii) promptly pay reasonable and documented out-of-pocket expenses incurred by Agent for amendments, waivers, consents and any of the documentation prepared by Agent’s external legal counsel, (iii) promptly pay all reasonable documented out-of-pocket expenses (including those listed in Section 4.1(f) , reasonable documented out-of-pocket fees and expenses of attorneys, auditors (whether internal or external), appraisers (including with respect to the field audits and appraisals contemplated by Section 4.1(f)  which may be conducted by agents of the Agent), consultants and advisors) incurred by Agent or the Arrangers in connection with any Event of Default, work-out or action to enforce any Loan Document or to collect any payments due from Parent Borrower or any other Credit Party and (iv) in connection with any work-out or action to enforce any Loan Document or to collect any payments due from Parent Borrower or any other Credit Party, to promptly pay all fees, charges, costs and expenses incurred by Lenders; provided , however , that (x) in the case of the payment and/or reimbursement by the Borrowers of attorneys’ fees and expenses pursuant to any or all of the foregoing clauses (i) through (iv), such payment or reimbursement shall be limited to (A) the reasonable and documented fees and expenses of one (1) counsel acting for all Lenders, the Agent and the Arrangers, taken as a whole, unless (I) there shall exist conflicting legal defenses amongst the Lenders, the Agent and/or the Arrangers or (II) if the interests of any Lender or group of Lenders (other than all of the Lenders) are distinctly or disproportionately affected, then in either case one additional counsel may be appointed and (B) such other local counsel in each appropriate jurisdiction as the Agent reasonably determines are necessary or advisable in connection with the creation, perfection, priority and/or enforcement of the Liens granted to the Agent for the benefit of the Secured Parties.  All fees, charges, costs and expenses for which Borrowers are responsible under this Section 1.3(e)  shall be deemed part of the Obligations when incurred, payable upon demand or by the making of a Revolving Credit Advance or Swing Line Advance in accordance with the final sentence of Section 1.4 and secured by the Collateral.  The obligations of Parent Borrower and the other Borrowers set forth in this Section 1.3 are subject to the limitations and other provisions set forth in Section 4.1(f) .