Common use of Brokers' and Finders' Fees; Third Party Expenses Clause in Contracts

Brokers' and Finders' Fees; Third Party Expenses. Except as set forth in Section 2.21 of the Company Disclosure Schedule, the Company has not incurred, nor will it incur, directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or any similar charges in connection with this Agreement or any transaction contemplated hereby. Section 2.21 of the Company Disclosure Schedule sets forth the principal terms and conditions of any agreement, written or oral, with respect to such fees. Section 2.21 of the Company Disclosure Schedule sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.2) expected to be incurred by the Company in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 2 contracts

Samples: Share Acquisition Agreement (New Era of Networks Inc), Share Acquisition Agreement (New Era of Networks Inc)

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Brokers' and Finders' Fees; Third Party Expenses. Except as set forth in Section 2.21 of the Company Disclosure Schedule, the The Company has not incurred, nor will it incur, directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or any similar charges in connection with this the Agreement or any transaction contemplated hereby. Section 2.21 2.20 of the Company Disclosure Schedule sets forth the principal terms and conditions of any agreement, written or oral, with respect to such fees. Section 2.21 2.20 of the Company Disclosure Schedule sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.25.4 hereof) expected to be incurred by the Company in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 2 contracts

Samples: Share Purchase Agreement (Simplex Solutions Inc), Agreement and Plan of Reorganization (Va Linux Systems Inc)

Brokers' and Finders' Fees; Third Party Expenses. Except as set forth in Section 2.21 of the Company Disclosure Scheduleon Schedule 2.19, the Company has not incurred, nor will it incur, directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or any similar charges in connection with this Agreement or any transaction contemplated hereby. Section 2.21 of the Company Disclosure Schedule 2.19 sets forth the principal terms and conditions of any agreement, written or oral, with respect to such fees. Section 2.21 of the Company Disclosure Schedule 2.19 also sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.25.5) expected to be incurred by the Company in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 2 contracts

Samples: Merger Agreement (Cypress Semiconductor Corp /De/), Agreement and Plan of Reorganization (Rational Software Corp)

Brokers' and Finders' Fees; Third Party Expenses. Except as set forth in Section 2.21 of the Company Disclosure ScheduleLetter, the Company has not incurred, nor will it incur, directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or any similar charges in connection with this the Agreement or any transaction contemplated hereby. Section 2.21 of the Company Disclosure Schedule Letter sets forth the principal terms and conditions of any agreement, written or oral, with respect to such fees. Section 2.21 of the Company Disclosure Schedule Letter sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.25.4) expected to be incurred by the Company in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 2 contracts

Samples: Merger Agreement (Tut Systems Inc), Agreement and Plan of Reorganization (Tut Systems Inc)

Brokers' and Finders' Fees; Third Party Expenses. Except as set forth in Section 2.21 of on Schedule 2.19, neither the Company Disclosure Schedule, the Company nor any of its subsidiaries has not incurred, nor will it or any of its subsidiaries incur, directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or advisory fees or any similar charges in connection with this Agreement or any transaction contemplated hereby. Section 2.21 of the Company Disclosure Schedule sets forth the principal terms and conditions of 2.19 lists any agreement, written or oral, with respect to such fees. Section 2.21 of the Company Disclosure Schedule 2.19 sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.26.4(a)) expected to be incurred by the Company and any of its subsidiaries in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 1 contract

Samples: Share Purchase Agreement (Edwards J D & Co)

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Brokers' and Finders' Fees; Third Party Expenses. Except as set forth in Section 2.21 of the Company Disclosure Schedule, the Company has not incurred, nor will it incur, directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or any similar charges in connection with this the Agreement or any transaction contemplated hereby. Section 2.21 of the Company Disclosure Schedule sets forth the principal terms and conditions of any agreement, written or oral, with respect to such fees. Section 2.21 of the Company Disclosure Schedule sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.25.4) expected to be incurred by the Company in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Infoseek Corp /De/)

Brokers' and Finders' Fees; Third Party Expenses. Except as set ------------------------------------------------ forth in Section 2.21 of the Company Disclosure Scheduleon Schedule 2.19, the Company has not incurred, nor will it incur, ------------- directly or indirectly, any liability for brokerage or finders' fees or agents' commissions or any similar charges in connection with this Agreement or any transaction contemplated hereby. Section 2.21 of the Company Disclosure Schedule 2.19 sets forth the principal terms and conditions of any agreement, written or oral, with respect to such fees. Section 2.21 of the Company Disclosure Schedule 2.19 sets forth the Company's current reasonable estimate of all Third Party Expenses (as defined in Section 5.25.4) expected to be incurred by the Company in connection with the negotiation and effectuation of the terms and conditions of this Agreement and the transactions contemplated hereby, which amount shall be the sole responsibility of the Shareholders.

Appears in 1 contract

Samples: Merger Agreement (Critical Path Inc)

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