Common use of Expenses and Termination Fees Clause in Contracts

Expenses and Termination Fees. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated; provided, however, that Acquiror and Target shall share equally all fees and expenses, other than their respective accountants and attorneys' fees, incurred in relation to the filing and printing of the Proxy Statement (including any related preliminary materials) and the Registration Statement (including financial statements and exhibits) and any amendments or supplements; provided, further, that Acquiror shall pay the SEC registration fee with respect to the Registration Statement and that each party shall bear the expenses of mailing the Proxy Statement and any other materials to its own stockholders. (b) Target shall pay Acquiror a termination fee of $4,200,000 in immediately available funds (i) within two (2) Business Days after the termination of this Agreement by Acquiror pursuant to Section 7.1(f) or (ii) simultaneously with the termination of this Agreement by Target pursuant to Section 7.1(i). (c) Acquiror shall pay Target's out-of-pocket expenses incurred in connection with this Agreement (and the transactions contemplated hereby), including the fees and expenses of financial advisors, accountants and legal counsel and printing and filing and mailing fees and expenses (collectively, "Termination Expenses"), in immediately available funds within two (2) Business Days following termination of this Agreement by Target pursuant to Section 7.1(g), Section 7.1(h) or Section 7.1(k), and Target shall pay Acquiror's and Merger Sub's Termination Expenses in immediately available funds within two (2) Business Days following termination of this Agreement by Acquiror pursuant to Section 7.1(g) or Section 7.1(h).

Expenses and Termination Fees. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated; providedPROVIDED, howeverHOWEVER, that Acquiror and Target shall share equally all fees and expenses, other than their respective accountants and attorneys' fees, incurred in relation to the printing and filing and printing of the Proxy Statement (including any related preliminary materials) and the Registration Statement (including financial statements and exhibits) and any amendments or supplements; provided, further, that Acquiror shall pay the SEC registration fee with respect to the Registration Statement and that each party shall bear the expenses of mailing the Proxy Statement and any other materials to its own stockholders. (b) Target shall pay Acquiror a termination fee of $4,200,000 5,000,000 in immediately available funds (i) within two (2) Business Days five business days after the termination of this Agreement by Acquiror pursuant to Section 7.1(f) or (ii) simultaneously with the termination of this Agreement by Target pursuant to Section 7.1(i7.1(e). (c) Acquiror shall pay Target's out-of-pocket expenses incurred in connection with this Agreement (and the transactions contemplated hereby), including without limitations the fees and expenses of financial advisors, accountants and legal counsel and printing and filing and mailing fees and expenses (collectively, "Termination Expenses"), in immediately available funds within two five (25) Business Days business days following termination of this Agreement by Target pursuant to Section 7.1(g), Section 7.1(h7.1(f) or Section 7.1(k), after a willful breach by Acquiror of this Agreement and Target shall pay Acquiror's and Merger Sub's Termination Expenses in immediately available funds within two five (25) Business Days business days following termination of this Agreement by Acquiror pursuant to Section 7.1(g7.1(f) or Section 7.1(h)after a willful breach by Target of this Agreement.

Expenses and Termination Fees. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated; provided, however, that Acquiror and Target shall share equally all fees and expenses, other than their respective accountants and attorneys' fees, incurred in relation to the printing and filing and printing of the Proxy Statement (including any related preliminary materials) and the Registration Statement (including financial statements and exhibits) and any amendments or supplements; provided, further, that Acquiror shall pay the SEC registration fee with respect to the Registration Statement and that each party shall bear the expenses of mailing the Proxy Statement and any other materials to its own stockholders. (b) Target shall pay Acquiror a termination fee of $4,200,000 5,000,000 in immediately available funds (i) within two (2) Business Days five business days after the termination of this Agreement by Acquiror pursuant to Section 7.1(f) or (ii) simultaneously with the termination of this Agreement by Target pursuant to Section 7.1(i7.1(e). (c) Acquiror shall pay Target's out-of-pocket expenses incurred in connection with this Agreement (and the transactions contemplated hereby), including without limitations the fees and expenses of financial advisors, accountants and legal counsel and printing and filing and mailing fees and expenses (collectively, "Termination Expenses"), in immediately available funds within two five (25) Business Days business days following termination of this Agreement by Target pursuant to Section 7.1(g), Section 7.1(h7.1(f) or Section 7.1(k), after a willful breach by Acquiror of this Agreement and Target shall pay Acquiror's and Merger Sub's Termination Expenses in immediately available funds within two five (25) Business Days business days following termination of this Agreement by Acquiror pursuant to Section 7.1(g7.1(f) or Section 7.1(h)after a willful breach by Target of this Agreement.