Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this Agreement.
Appears in 40 contracts
Samples: Stock Purchase Agreement (American Medical Providers Inc), Agreement and Plan of Reorganization and Merger (American Physician Partners Inc), Option Agreement (Physician Health Corp)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' attorney fees), except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) attorney fees, incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 8 contracts
Samples: Asset Purchase Agreement (Mac Filmworks Inc), Asset Purchase Agreement (Mac Filmworks Inc), Asset Purchase Agreement (Mac Filmworks Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' feesfees and expenses), except that each party hereto that is shown to have breached this Agreement or any other agreement contemplated hereby agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the any other parties party in successfully (ai) enforcing any of the terms of this Agreement against such breaching party, or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 6 contracts
Samples: Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Medical Alliance Inc), Asset Purchase Agreement (Boundless Motor Sports Racing Inc), Asset Purchase Agreement (Boundless Motor Sports Racing Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), ) except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement against a party alleged to be in breach, or (bii) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 4 contracts
Samples: Memorandum of Understanding (Tango Inc), Agreement and Plan of Reorganization (Environmental Strategies & Technologies International Inc), Agreement and Plan of Reorganization (Isemployment Com Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Gainsco Inc), Purchase Agreement (Oak Tree Medical Systems Inc), Purchase Agreement (Mb Software Corp)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), ) except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties in successfully (aI) enforcing any of the terms of this Agreement Agreement, or (bii) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Interactive Technologies Corp Inc), Stock Purchase Agreement (Interactive Technologies Corp Inc), Stock Purchase Agreement (Interactive Technologies Corp Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' feesfees and expenses), except that each party hereto that is shown to have breached this Agreement or any other agreement contemplated hereby agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the any other parties party in successfully (a) enforcing any of the terms of this Agreement against such breaching party or (b) proving that another party breached any of the terms of this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (Smith Jack T), Merger Agreement (Palmer J N Family Partnership), Merger Agreement (Ladin William E Jr)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear its own costs and expenses (including attorneys' fees)) in connection with the transactions contemplated in this Agreement, except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Aquacell Water, Inc.), Stock Purchase Agreement (Aquacell Technologies Inc), Stock Purchase Agreement (Aquacell Technologies Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' ’ fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' ’ fees and expenses) incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Boundless Motor Sports Racing Inc), Asset Purchase Agreement (Boundless Motor Sports Racing Inc), Asset Purchase Agreement (Omni Energy Services Corp)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear its own costs and expenses (including attorneys' ’ fees)) in connection with the transactions contemplated in this Agreement, except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' ’ fees and expenses) incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 3 contracts
Samples: Merger Agreement (GreenHouse Holdings, Inc.), Merger Agreement (Premier Alliance Group, Inc.), Merger Agreement (Premier Alliance Group, Inc.)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' feesfees and expenses), except that each party hereto that is shown to have breached this Agreement or any other agreement contemplated hereby agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the any other parties party in successfully successfully: (a) enforcing any of the terms of this Agreement against such breaching party; or (b) proving that another party breached any of the terms of this Agreement.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Virtualhealth Technologies Inc.), Stock Purchase Agreement (NewMarket Technology Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby herein are consummated, each party Party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party Party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties Party in successfully (ai) enforcing any of the terms of this Agreement Agreement, or (bii) proving that another party the other Party breached any of the terms of this Agreement.
Appears in 2 contracts
Samples: Put Option Agreement (Ebay Inc), Call Option Agreement (Ebay Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Fonefriend Inc), Asset Purchase Agreement (Universal Broadband Communications Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees’ fees and expenses), except that each party hereto that is shown to have breached this Agreement or any other agreement contemplated hereby agrees to pay the costs and expenses (including reasonable attorneys' ’ fees and expenses) incurred by the any other parties party in successfully (a) enforcing any of the terms of this Agreement against such breaching party or (b) proving that another party breached any of the terms of this Agreement.
Appears in 2 contracts
Samples: Plan of Reorganization and Merger (BeautyKind Holdings, Inc.), Merger Agreement (Y-Tel International Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear its own costs and expenses (including attorneys' feesfees and expenses), except that each party hereto that is shown to have breached this Agreement or any other agreement contemplated hereby agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the any other parties party in successfully (ai) enforcing any of the terms of this Agreement against such breaching party or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 2 contracts
Samples: Securities Exchange Agreement (Sonoma International Inc), Securities Exchange Agreement (Sonoma International Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' 41 47 fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization and Merger (American Physician Partners Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties in successfully successfully:
(a) enforcing any of the terms of this Agreement or Agreement; or
(b) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its its/his own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties party in successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another the other party breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear its own costs and expenses (including accounting costs and attorneys' ’ fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' ’ fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this AgreementAgreement or related documents.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear ------------------------------ its own costs and expenses (including accounting costs and attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this AgreementAgreement or related documents.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummatedExcept as provided in Paragraph 3.6, each party hereto shall bear its own costs and expenses (including attorneys' fees)) in connection with the transactions contemplated in this Agreement, except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Ozone Man, Inc.)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' ’ fees), ) except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) ’ fees, incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement against a party alleged to be in breach, or (bii) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Samples: Share Exchange Agreement (Life Nutrition Products, Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including including, without limitation, attorneys', brokers', agents', investment bankers' and finders' fees), except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties party in successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another the other party breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party Party hereto shall bear its own costs and expenses (including attorneys' ’ fees), ) except that each party Party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) ’ fees, incurred by the other parties Parties in successfully (ai) enforcing any of the terms of this Agreement against a Party alleged to be in breach, or (bii) proving that another party the other Parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Samples: Share Exchange Agreement (Life Nutrition Products, Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including including, without limitation, attorneys', brokers', agents', investment bankers' and finders' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this Agreement.,
Appears in 1 contract
Samples: Purchase and Sale Agreement (W-H Energy Services Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), ) except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties in and successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another party the other parties breached any of the terms of this Agreement. Fees and expenses arising out of the registration of any Registrable Securities shall be borne by the Company as set forth in Section 2.2(c).
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or Agreement; (b) proving that another party breached any of the terms of this Agreement or (c) defending against any suit or claim by a party brought to enforce any terms of this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Mobility Electronics Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' attorney fees), except that and each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) attorney fees, incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another party the other parties breached any of the terms of this Agreementthe Agreement in any material respect.
Appears in 1 contract
Samples: Asset Purchase Agreement (First Cash Financial Services Inc)
Costs, Expenses and Legal Fees. Whether or not Each of the transactions contemplated hereby are consummated, each party Parties hereto shall bear its own costs and expenses (including attorneys' fees), ) except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties Parties in successfully (ai) enforcing any of the terms of this Agreement against a Party alleged to be in breach, or (bii) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' and accounting fees), ) except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties in successfully (ai) enforcing any of the terms of this Agreement against a party alleged to be in breach, or (bii) proving that another party the other parties breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Samples: Agreement and Plan of Reorganization (Omega Development Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (expenses, including reasonable attorneys' fees and expenses) fees, incurred by the other parties party in successfully (a) enforcing any of the terms of this Agreement Agreement, or (b) proving that another the other party breached any of the terms of this AgreementAgreement in any material respect.
Appears in 1 contract
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this Agreement; furthermore, that AMP agrees to pay $10,000.00 toward Owner's attorneys' fees in negotiating this transaction which amount shall not be refundable.
Appears in 1 contract
Samples: Stock Purchase Agreement (American Medical Providers Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each party hereto shall bear its own costs and expenses (including attorneys' feesfees and expenses), except that each party hereto that is shown to have breached this Agreement or any other agreement contemplated hereby agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the any other parties party in successfully (ai) enforcing any of the terms of this Agreement against such breaching party or (bii) proving that another party breached any of the terms of this Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Boundless Motor Sports Racing Inc)
Costs, Expenses and Legal Fees. Whether or not the transactions contemplated hereby are consummated, each Each party hereto shall bear its own costs and expenses (including attorneys' fees), except that each party hereto agrees to pay the costs and expenses (including reasonable attorneys' fees and expenses) incurred by the other parties in successfully (a) enforcing any of the terms of this Agreement or (b) proving that another party breached any of the terms of this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (American Physician Partners Inc)
