Expense Reimbursement Fee Sample Clauses

Expense Reimbursement Fee. Notwithstanding any provision in this Agreement to the contrary, if Lender terminates this Agreement pursuant to Section 9(a)(iii) or (v), Borrower shall pay to Lender an amount equal to the reasonable out-of-pocket expenses (including the reasonable fees and expenses of Lender’s legal counsel, accountants and other advisors and whether incurred prior to or after the date hereof) incurred by or on behalf of Lender in connection with the Contemplated Transactions, which amount shall not exceed $150,000, (the “Expense Reimbursement Fee”) in cash, such payment to be made within five (5) Business Days after termination of this Agreement by Lender.
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Expense Reimbursement Fee. In the event that, at the Auction, a Person presents a Competing Offer which constitutes a higher or better offer in accordance with the Bid Procedure Order and Seller subsequently consummates a sale of all or substantially all the Purchased Assets to such Person, Purchaser shall be entitled to a payment of an expense reimbursement fee ( the “Expense Reimbursement Fee”) in the amount of $50,000, as may be permitted and paid in accordance with the Sale Procedures Order. The Expense Reimbursement Fee shall be paid in cash from the proceeds of and concurrent with the closing of any Competing Offer or as otherwise ordered by the Bankruptcy Court. The Expense Reimbursement Fee shall be paid as, and constitute an administrative expense, of Seller under Sections 503(b)(1) and 507(a)(1) of the Bankruptcy Code.
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Expense Reimbursement Fee. In consideration of ACI's entry ------------------------- into this Agreement and the time and expenses ACI has spent and incurred in connection herewith, and in recognition of the benefits which it provides Seller in seeking to sell the Transaction Processing Business for the highest and best offer at the Auction, Seller agrees subject to Bankruptcy Court approval (in addition to all other rights and remedies as ACI may have hereunder) to pay ACI an expense reimbursement fee (the "Expense Reimbursement Fee") in an amount equal to $400,000 to cover ACI's costs and expenses incurred in connection with the transactions contemplated by this Agreement and the Management Agreement, which sum shall be payable to ACI at the time set forth in the Auction Procedures in the event that (i) ACI's bid is not declared the highest and best offer at the conclusion of the Auction or as determined by the Bankruptcy Court; or (ii) ACI terminates this Agreement pursuant to Section 12.01(g) or Section ---------------- ------- 12.01(i). --------
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Expense Reimbursement Fee. Notwithstanding any provision in this Agreement to the contrary, if Purchaser terminates this Agreement pursuant to Section 10(a)(iii), the Company shall pay to Purchaser an amount equal to the reasonable out-of-pocket expenses (including the reasonable fees and expenses of Purchaser’s legal counsel, accountants and other advisors and whether incurred prior to or after the date hereof) incurred by or on behalf of Purchaser in connection with the Contemplated Transactions up to an amount not to exceed $400,000.00 (the Securities Purchase Agreement (Midwest Holding) “Expense Reimbursement Fee”) in cash, such payment to be made within five (5) Business Days after termination of this Agreement by Purchaser.
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Expense Reimbursement Fee. The Company shall pay to Global Capital Advisors, LLC document preparation, due diligence and legal fees in the amount of $40,000.00.
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Expense Reimbursement Fee. In the event that this Agreement is terminated pursuant to Section 9.1(b), Section 9.1(c) or Section 9.1(f), then Seller shall pay Buyer an amount equal to the Expense Reimbursement Fee.
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Related to Expense Reimbursement Fee

  • Expense Reimbursement The Executive shall be entitled to receive reimbursement for all appropriate business expenses incurred by him in connection with his duties under this Agreement in accordance with the policies of the Company as in effect from time to time.

  • FEES; EXPENSES; EXPENSE REIMBURSEMENT The Administrator shall receive from the Funds such compensation for the Administrator’s services provided pursuant to this Agreement as may be agreed to from time to time in a written fee schedule approved by the parties and initially set forth in the Fee Schedule to this Agreement. The fees are accrued daily and billed monthly and shall be due and payable upon receipt of the invoice. Upon the termination of this Agreement before the end of any month, the fee for the part of the month before such termination shall be prorated according to the proportion which such part bears to the full monthly period and shall be payable upon the date of termination of this Agreement. In addition, the Funds shall reimburse the Administrator for its out-of-pocket costs incurred in connection with this Agreement. The Funds agree promptly to reimburse the Administrator for any equipment and supplies specially ordered by or for the Funds through the Administrator and for any other expenses not contemplated by this Agreement that the Administrator may incur on the Funds’ behalf at the Funds’ request or with the Funds’ consent. Each Fund will bear all expenses that are incurred in its operation and not specifically assumed by the Administrator. Expenses to be borne by the Funds, include, but are not limited to: organizational expenses; cost of services of independent accountants and outside legal and tax counsel (including such counsel’s review of a Fund’s registration statement, proxy materials, federal and state tax qualification as a regulated investment company and other reports and materials prepared by the Administrator under this Agreement); cost of any services contracted for by the Funds directly from parties other than the Administrator; cost of trading operations and brokerage fees, commissions and transfer taxes in connection with the purchase and sale of securities for the Funds; investment advisory fees; taxes, insurance premiums and other fees and expenses applicable to its operation; costs incidental to any meetings of shareholders including, but not limited to, legal and accounting fees, proxy filing fees and the costs of preparation, printing and mailing of any proxy materials; costs incidental to Board meetings, including fees and expenses of Board members; the salary and expenses of any officer, director\trustee or employee of the Funds; costs incidental to the preparation, printing and distribution of the Funds’ registration statements and any amendments thereto and shareholder reports; cost of typesetting and printing of prospectuses; cost of preparation and filing of the Funds’ tax returns, Form N-1A or N-2 and Form N-SAR, and all notices, registrations and amendments associated with applicable federal and state tax and securities laws; all applicable registration fees and filing fees required under federal and state securities laws; fidelity bond and directors’ and officers’ liability insurance; and cost of independent pricing services used in computing each Fund’s net asset value. The Administrator is authorized to and may employ or associate with such person or persons as the Administrator may deem desirable to assist it in performing its duties under this Agreement; provided, however, that the compensation of such person or persons shall be paid by the Administrator and that the Administrator shall be as fully responsible to the Funds for the acts and omissions of any such person or persons as it is for its own acts and omissions.

  • Expense Reimbursements To the extent that any reimbursements payable pursuant to this Agreement are subject to the provisions of Section 409A of the Code, any such reimbursements payable to Executive pursuant to this Agreement shall be paid to Executive no later than December 31 of the year following the year in which the expense was incurred, the amount of expenses reimbursed in one year shall not affect the amount eligible for reimbursement in any subsequent year, and Executive’s right to reimbursement under this Agreement will not be subject to liquidation or exchange for another benefit.

  • Business Expense Reimbursement During the Term of employment, the Executive shall be entitled to receive proper reimbursement for all reasonable, out-of-pocket expenses incurred by the Executive (in accordance with the policies and procedures established by the Company for its senior executive officers) in performing services hereunder, provided the Executive properly accounts therefore.

  • Expenses Reimbursement State Street shall be entitled to receive from the Fund on demand reimbursement for its cash disbursements, expenses and charges, excluding salaries and usual overhead expenses, as set forth in Schedule A.

  • Business Expense Reimbursements During the Term, the Company shall promptly reimburse Executive for Executive’s reasonable and necessary business expenses in accordance with the Company’s then-prevailing policies and procedures for expense reimbursement (which shall include appropriate itemization and substantiation of expenses incurred).

  • Compensation and Expense Reimbursement A. Client will pay the Company, as compensation for the services provided for in this Agreement and as reimbursement for expenses incurred by Company on Client's behalf, in the manner set forth in Schedule A annexed to this Agreement which Schedule is incorporated herein by reference.

  • Termination Fee; Expenses Except as provided in this ------------------------- Section 7.3, all fees and expenses incurred by the parties hereto shall be borne solely and entirely by the party which has incurred such fees and expenses. In the event that (A) a Takeover Proposal shall have been made known to the Company or shall have been made directly to its stockholders generally or any person shall have publicly announced an intention (whether or not conditional) to make a Takeover Proposal and thereafter this Agreement is terminated by the Company either (I) pursuant to Section 7.1(b)(iii) hereof or, (II) if the Offer has remained open for at least 20 business days and the Minimum Condition has not been satisfied (and none of the events described in paragraphs (a), (b), (d) and (e) of Annex A shall have occurred so as to result in a condition to the Offer not being satisfied), pursuant to Section 7.1(b)(ii) hereof, and in the case of either clause (I) or (II) such Takeover Proposal is consummated within one (1) year of such termination or (B) this Agreement (i) is terminated by Parent pursuant to Section 7.1(d)(ii), or (ii) is terminated by the Company pursuant to Section 7.1(c)(ii), then the Company shall pay to Parent (in the case of a termination pursuant to Section 7.1(c)(ii), prior to or simultaneously with such termination, or in the case of a termination pursuant to Section 7.1(d)(ii), not later than one (1) business day after such termination, or in the case of a termination pursuant to Section 7.1(b)(ii) or 7.1(b)(iii), upon the consummation of such Takeover Proposal) a termination fee equal to $10 million in cash and shall reimburse Parent's out-of-pocket expenses, including attorneys' fees, related to this Agreement and the transactions contemplated hereby. The fee arrangement contemplated hereby is the sole remedy hereunder and shall be paid pursuant to this Section 7.3 regardless of any alleged breach, other than a willful or intentional breach, by Parent of its obligations hereunder, provided that no payment made by the Company pursuant to this Section 7.3 shall operate or be construed as a waiver by the Company of any breach of this Agreement by Parent or Purchaser or of any rights of the Company in respect thereof.

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