Common use of Brokers’ Fees Clause in Contracts

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 53 contracts

Samples: Securities Purchase Agreement (Petrol Oil & Gas Inc), Securities Purchase Agreement (Magic Lantern Group Inc), Securities Purchase Agreement (Powercold Corp)

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Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 42 contracts

Samples: Securities Purchase Agreement, Note Purchase Agreement (Biovest International Inc), Securities Purchase Agreement (Modtech Holdings Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.13 being untrue.

Appears in 27 contracts

Samples: Common Stock Purchase Agreement (GTM Holdings Inc), Common Stock Purchase Agreement (GTM Holdings Inc), Preferred Stock Purchase Agreement (Macrovision Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein, except as specified herein with respect to the Purchaser. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 23 contracts

Samples: Securities Purchase Agreement (Infinite Group Inc), Securities Purchase Agreement (Path 1 Network Technologies Inc), Securities Purchase Agreement (Implant Sciences Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in of this Section 11.12 section being untrue.

Appears in 20 contracts

Samples: Contribution Agreement (Coinmach Corp), Contribution Agreement (Coinmach Corp), Contribution Agreement (Appliance Warehouse of America Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 subsection being untrue.

Appears in 16 contracts

Samples: Secured Convertible Note Purchase Agreement (Core Scientific, Inc./Tx), Note Purchase Agreement (Merida Merger Corp. I), Convertible Note Purchase Agreement (Power & Digital Infrastructure Acquisition Corp.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.14 being untrue.

Appears in 15 contracts

Samples: Series B Preferred Stock Purchase Agreement (Spirent PLC), Preferred Stock Purchase Agreement (Asia Online LTD), Voting Agreement (Adesso Healthcare Technology Services Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.14 being untrue.

Appears in 13 contracts

Samples: Series B Preferred Stock Purchase Agreement, Series a Preferred Stock Purchase Agreement, And License Agreement (Five Prime Therapeutics Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.13 being untrue.

Appears in 13 contracts

Samples: Stock Purchase Agreement (Nocopi Technologies Inc/Md/), Stock Purchase Agreement (Adicet Bio, Inc.), Purchase Agreement (Bioject Medical Technologies Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 12 contracts

Samples: Securities Purchase Agreement (Innovative Companies Inc), Securities Purchase Agreement (Micro Component Technology Inc), Placement Agency Agreement (Icoria, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.13 being untrue.

Appears in 11 contracts

Samples: Series a Preferred Stock Purchase Agreement, Collaborative Research Agreement (Codexis Inc), Series D Preferred Stock Purchase Agreement (LendingClub Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.10 being untrue.

Appears in 10 contracts

Samples: Common Stock Purchase Agreement (Equity One, Inc.), Common Stock Purchase Agreement (Equity One, Inc.), Common Stock Purchase Agreement (Equity One, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 10 contracts

Samples: Securities Purchase Agreement (American Water Star Inc), Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Mitek Systems Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.11 being untrue.

Appears in 8 contracts

Samples: Investor Rights Agreement (Internap Network Services Corp/Wa), Common Stock Purchase Agreement (Equity One Inc), Series D Preferred Stock Purchase Agreement (Vstream Inc /Co)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.14 being untrue.

Appears in 8 contracts

Samples: Stock Purchase Agreement (Surface Oncology, Inc.), Convertible Preferred Stock Purchase Agreement (Digital Turbine, Inc.), Common Stock Purchase Agreement (NovaBay Pharmaceuticals, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.13 being untrue.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Accentia Biopharmaceuticals Inc), Securities Purchase Agreement (Iwt Tesoro Corp), Securities Purchase Agreement (Implant Sciences Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that that, except as set forth in the Solicitation Package and Plan Supplement, no agent, broker, investment banker, person or firm acting on behalf of behalf, or under the authority authority, of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each the other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.13 being untrue.

Appears in 5 contracts

Samples: Warrant Purchase Agreement, Subscription Agreement, Common Stock and Warrant Purchase Agreement (Lyon William H)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that that, except as each party may have notified the other in writing on or prior to the date hereof, no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.11 being untrue.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 10.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 10.12 being untrue.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Applied Digital Solutions Inc), Securities Purchase Agreement (Petrol Oil & Gas Inc), Securities Purchase Agreement (Petrol Oil & Gas Inc)

Brokers’ Fees. Except as Other than has been set forth on Schedule 11.12 hereofherein, each party of the Parties hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party Party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party of the Parties hereto further agrees to indemnify each other party Party for any claims, losses or expenses incurred by such other party Party as a result of the representation in this Section 11.12 8.13 being untrue.

Appears in 3 contracts

Samples: Investment Agreement (Sk Technologies Corp), Investment Agreement (Sk Technologies Corp), Acquisition Agreement (Bidville Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 11.13 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.13 being untrue.

Appears in 3 contracts

Samples: Securities Purchase Agreement (House of Brussels Chocolates Inc), Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (Biodelivery Sciences International Inc)

Brokers’ Fees. Except as set forth on the Schedule 11.12 hereofof Exceptions, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.14 being untrue.

Appears in 2 contracts

Samples: Series a Preferred Stock Purchase Agreement (Branded Media CORP), Series a Preferred Stock Purchase Agreement (Branded Media CORP)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with this Agreement or the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation warranties in this Section 11.12 8.13 being untrue.

Appears in 2 contracts

Samples: Subscription Agreement (Exscientia LTD), Subscription Agreement (Exscientia LTD)

Brokers’ Fees. Except as set forth on Schedule 11.12 9.12 hereof, each ------------- party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 9.12 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (New Century Energy Corp.), Securities Purchase Agreement (Texhoma Energy Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.13 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (AdAl Group Inc.), Securities Purchase Agreement (Windswept Environmental Group Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 9.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (New Century Energy Corp.), Securities Purchase Agreement (New Century Energy Corp.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each ------------- party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.13 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (New Century Energy Corp.), Securities Purchase Agreement (New Century Energy Corp.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein, except as specified herein with respect to the Purchaser. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Implant Sciences Corp), Securities Purchase Agreement (Implant Sciences Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 10.13 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 10.13 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Island Pacific Inc), Securities Purchase Agreement (Island Pacific Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.13 being untrue.

Appears in 2 contracts

Samples: Series a Preferred Stock Purchase Agreement (Sealed Air Corp/De), Convertible Preferred Stock Purchase Agreement (Sento Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that that, except as each party may have notified the other in writing on or prior to the date hereof, no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.11 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereofOther than Ascendiant, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.11 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Corgenix Medical Corp/Co), Securities Purchase Agreement (Corgenix Medical Corp/Co)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein, except as specified herein with respect to the Purchasers. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (Advanced Optics Electronics Inc), Securities Purchase Agreement (One Voice Technologies Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 9.12 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Creative Vistas Inc), Securities Purchase Agreement (Creative Vistas Inc)

Brokers’ Fees. Except as set forth on described in Schedule 11.12 hereof8.11, each party hereto represents and warrants that that, except as each party may have notified the other in writing on or prior to the date hereof, no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.11 being untrue.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Digital Angel Corp), Securities Purchase Agreement (Digital Angel Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, -------------- each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.13 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (New Century Energy Corp.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that that, except as each party may have notified the other in writing on or prior to the date hereof, no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.. 12.13

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Sports & Entertainment Inc/)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereofOther than Xxxxx Securities Corp., each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.11 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Friendlyway CORP)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto hereby represents and warrants to the other party that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each the other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.13 being untrue.

Appears in 1 contract

Samples: Warrant Purchase Agreement (Decode Genetics Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 12.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Payment Technologies Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereofOther than Xxxxxxx Securities Inc. and Ascendiant, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.11 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Corgenix Medical Corp/Co)

Brokers’ Fees. Except as set forth on Schedule 11.12 10.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 10.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Synergy Brands Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, -------------- each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 10.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Elec Communications Corp)

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Brokers’ Fees. Except as set forth on Schedule 11.12 8.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Minatura Gold)

Brokers’ Fees. Except as set forth on Schedule 11.12 9.12 hereof, -------------- each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 9.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Petrosearch Energy Corp)

Brokers’ Fees. Except as set forth on described in Schedule 11.12 hereof8.11, each party hereto represents and warrants that that, except as each party may have notified the other in writing on or prior to the date hereof, no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.11 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Angel Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof6.13 hereto, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.13 being untrue.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Inphonic Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8(n) being untrue.. La Rxxx Holdings Corp. Debt Exchange Agreement 9

Appears in 1 contract

Samples: Debt Exchange Agreement (La Rosa Holdings Corp.)

Brokers’ Fees. Except as set forth on Schedule 11.12 7.13 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.12 being untrue.

Appears in 1 contract

Samples: Senior Secured Note Purchase Agreement (Proelite, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein, except that the Purchasers are obligated to pay a broker’s fee to World Equity Group. Each party hereto Company further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 13.14 being untrue.

Appears in 1 contract

Samples: Note Purchase Agreement (usell.com, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 -------------- hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sequiam Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ophthalmic Imaging Systems)

Brokers’ Fees. Except as set forth on Schedule 11.12 9.13 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Numerex Corp /Pa/)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that ------------- no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated hereinherein except Mountbatten Financial Group Ltd., whose fee shall be paid by the Company. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 10.12 being untrue.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Telehublink Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 10.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.’s or

Appears in 1 contract

Samples: Securities Purchase Agreement (Petrol Oil & Gas Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that as of the date of this Agreement no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated hereinby this Agreement or any of the Related Agreements. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 6.16 being untrue.

Appears in 1 contract

Samples: Stock Purchase Agreement (Anthera Pharmaceuticals Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 10.11 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 10.11 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Incentra Solutions, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 12.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Applied Digital Solutions Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 11.123 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Earthfirst Technologies Inc)

Brokers’ Fees. Except as set forth disclosed by the Corporation on Schedule 11.12 hereof6.20 attached hereto, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee fees or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 25 being untrue.

Appears in 1 contract

Samples: Stock Purchase Agreement (Medscape Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party Each Party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party Party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party Party hereto further agrees to indemnify each other party Party for any claims, losses or expenses incurred by such other party Party as a result of the representation in this Section 11.12 9.12 being untrue.

Appears in 1 contract

Samples: Quota Purchase Agreement (Orange 21 Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 10.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation by such party in this Section 11.12 10.12 being untrue.

Appears in 1 contract

Samples: Securities Exchange Agreement (Bio Key International Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 7.12 being untrue.. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

Appears in 1 contract

Samples: Securities Purchase Agreement (Napro Biotherapeutics Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 12.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 12.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ophthalmic Imaging Systems)

Brokers’ Fees. Except as provided in Section 2(c) and 2(d) and set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Epixtar Corp)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereofthe disclosure schedule, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 8.14 being untrue.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Change Technology Partners Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 9.13 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Numerex Corp /Pa/)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto severally and not jointly represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation it has made in this Section 11.12 8.13 being untrue.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Cypress Communications Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party as set forth in Section 8 hereof, for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (Acceris Communications Inc)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's ’s or finder's ’s fee or any other commission directly or indirectly in connection with the transactions contemplated herein, except, in the case of the Company, as provided in Section 5.12 of the Schedule of Exceptions. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 5.12 being untrue.

Appears in 1 contract

Samples: Series a Preferred Unit Purchase Agreement (Navidea Biopharmaceuticals, Inc.)

Brokers’ Fees. Except as set forth on Schedule 11.12 hereof, each Each party hereto represents and warrants that except as contemplated by this Agreement no agent, broker, investment banker, person or firm acting on behalf of or under the authority of such party hereto is or will be entitled to any broker's or finder's fee or any other commission directly or indirectly in connection with the transactions contemplated herein. Each party hereto further agrees to indemnify each other party for any claims, losses or expenses incurred by such other party as a result of the representation in this Section 11.12 being untrue.

Appears in 1 contract

Samples: Securities Purchase Agreement (AGU Entertainment Corp.)

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