Claims Costs and Expenses.
As used in this Agreement means costs, Costs, expenses and disbursements directly related to the Claims, including (without limitation) costs or expenses incurred in the negotiation and drafting of this Agreement, that are (i) validly incurred by
MSPA 1 DSS or paid or due and payable to third parties including Attorneys; (ii) documented by receipts and invoices paid by
MSPA 1 DSS or submitted to
MSPA 1 DSS in connection with the Claims; or (iii) incurred by an Attorney on behalf of
MSPA 1 DSS... pursuant to an Attorney Engagement Agreement. Claims Costs and Expenses shall not include any internal costs or expenses of MSPA 1, DSS, including but not limited to overhead or operating costs or expenses of it or its employees, but shall include only costs and expenses incurred by MSPA 1 DSS and/or third parties (including travel and lodging expenses of MSPA 1 DSS employees) in connection with prosecuting, enforcing or defending the Claims, such as (A) the fees and expenses of consultants, damages experts, other experts or technical advisors, and fact witnesses, or such fees and expenses paid directly by MSPA 1, DSS, (B) travel and lodging expenses of third parties involved in the Claims, such as witnesses and experts, for purposes of holding Claims meetings, the preparation of witness statements and expert reports, attending legal proceedings relating to the Claims, and the like, and (C) duplicating, secretarial, stenographer, courier, translation, outsourced legal research, and similar services provided by Persons other than MSPA 1. DSS
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