Expenses and Finder's Fees. The Parties shall each bear their own -------------------------- costs and expenses (including attorneys' fees) incurred in connection with the negotiation and preparation of this Agreement and the consummation of the transactions contemplated hereby. Each Party shall indemnify the other against any claim for brokerage or finder's fees arising out of the transactions contemplated herein by any Person claiming to have been engaged by the indemnifying Party based upon any action or communication, or any alleged action or communication, by the indemnifying Party or any of its officers or employees.
Expenses and Finder's Fees. QDL and Questron, on the one hand, and the Company and the Shareholders, on the other, will bear their own expenses in connection with this Agreement and its performance. The Company and the Shareholders, on the one hand, and QDL and Questron, on the other, each represent and warrant to the other that the negotiations relative to this Agreement and the transactions contemplated hereby have been carried on in such a manner as not to give rise to any valid claims against the other party for a brokerage commission, finder's fee or other like payment.
Expenses and Finder's Fees. Buyer, Buyer Parent and Seller will bear their own expenses in connection with this Agreement and its performance, except that, if this Agreement is terminated, otherwise than by reason of a material breach of the terms hereof by Buyer or Buyer Parent, Seller shall reimburse Buyer and Buyer Parent for all out-of-pocket expenses incurred by them in the preparation, negotiation, execution and delivery and performance of the Agreements, including but not limited to the fees and expenses of (i) Buyer Parent's independent certified public accountants, (ii) Houlihan, Lokey, Howard & Zukin, Inc. ("Houlihan Lokey") and (iii) special Unixxx Xxatex xxx Canadian xxxxxxx to xxx Special Committee of the Board of Directors of Buyer Parent (the "Special Committee"). Seller, on the one hand, and Buyer and Buyer Parent, on the other hand, each represent and warrant to the other that the negotiations relative to this Agreement and the transactions contemplated hereby have been carried on in such a manner as not to give rise to any valid claims against the other party or the Acquired Business for a brokerage commission, finder's fee or other like payment.
Expenses and Finder's Fees. Seller, on the one hand, and Buyer, on the other hand, shall each bear their own expenses incurred in connection with the negotiation, execution and performance of this Agreement. The parties each represent and warrant that they have not engaged or dealt with any broker, investment banker, finder, or agent so as to create or incur any obligation for any brokerage fees, finder's fees or other commissions in connection with this Agreement or the consummation of the transaction contemplated hereby.
Expenses and Finder's Fees. The Holders shall each bear their own costs and expenses (including attorneys' fees) incurred in connection with the negotiation and preparation of this Agreement and the consummation of the transactions contemplated hereby. Each Holder shall indemnify the other Holder against any claim for brokerage or finder's fees arising out of the transactions contemplated herein by any person claiming to have been engaged by the indemnifying Holder based upon any action or communication, or any alleged action or communication, by the indemnifying Holder or any of its officers or employees. Pursuant to Section 9.4(b), JVC shall bear the costs of incorporation and issuance of the initial Shares.
Expenses and Finder's Fees. The parties shall each bear their own costs and expenses (including attorneys' fees) incurred in connection with the negotiation and preparation of this Agreement and the consummation of the transactions contemplated hereby.
Expenses and Finder's Fees. All costs and expenses incurred by the Buyer and Parent in connection with this Agreement (including fifty percent of the fees of the Escrow Agent) and the transactions contemplated by this Agreement shall be paid by the Buyer and Parent and all costs and expenses incurred by the Company, the Subsidiary or the Selling Shareholders in connection with this Agreement (including fifty percent of the fees of the Escrow Agent) and the transactions contemplated by this Agreement shall be paid by the Shareholder Representative Committee, provided that the Transaction Expenses (and amounts thereof), which are set forth on Schedule 6.1 attached hereto (the “Transaction Expenses Amount”), shall be paid by the Buyer and Parent in accordance with Section 1.2(b) hereof.
Expenses and Finder's Fees. Except as set forth in Section 5.11, each party hereto will bear its own costs and expenses associated with the Transactions, including the payment of any agents' or finders' fees due in connection with the transaction contemplated hereby. Without limiting the generality of the foregoing, none of the costs and expenses of Buyer or its Affiliates will be paid out of the Division Assets prior to Closing.
Expenses and Finder's Fees. Each Buyer and each Seller will bear its own expenses in connection with this Agreement and its performance. Each Seller, on the one hand, and each Buyer, on the other hand, each represent and warrant to the other that, except as set forth on Schedule 5.02, the negotiations relative to this Agreement and the transactions contemplated hereby have been carried on in such a manner as not to give rise to any valid claims against the other party for a brokerage commission, finder's fee or other like payment.
Expenses and Finder's Fees. Seller, on the one hand, and Cott (with respect to all Buyers), on the other hand, shall each bear their own expenses (including without limitation legal fees and expenses, accountants' or financial advisors' fees and expenses and fees due to any broker, investment banker, finder or agent) incurred in connection with the negotiation, execution and performance of this Agreement. Cott shall pay all transfer Taxes or other fees related to the sale of the Assets hereunder and the fees and costs of recording or filing all applicable conveyancing instruments associated with the transfer of the Assets from Seller to Buyers pursuant to this Agreement. Seller and each applicable Buyer shall cooperate in the preparation, execution and filing of all Tax Returns regarding any transfer Taxes which become payable as a result of the transfer of the Assets from Seller to a Buyer pursuant to this Agreement and/or shall cooperate to seek an available exemption from such Taxes.
