The Clearing Member will pay to CDP such out-of-pocket expenses incurred by CDP caused directly or indirectly by such Clearing Member's actions or omissions including without limitation the cost of producing records pursuant to a court order or other legal process in any litigation or other legal proceeding to which such Clearing Member or its customer is a party or in which such records relating to the Clearing Member or its customer are so required to be produced; whether such production is required at the instance of the Clearing Member or its customer or at the instance of any other party.