Expenses; Brokers. Each Party shall pay its own costs and expenses in connection with the negotiation and execution of this Agreement and the Transaction contemplated hereby, including without limitation, fees and disbursements of counsel, financial advisors and accountants.
Expenses; Brokers. The Company shall pay or cause to be paid, whether or not any Closing occurs hereunder, all reasonable out-of-pocket fees and expenses incurred by the Purchaser and its respective Affiliates, in connection with the transactions contemplated by this Agreement, the other Documents and all matters related thereto (including, without limitation, HSR Act filing fees, and reasonable fees and disbursements of counsel and consultants). Each of the parties represents to the others that neither it nor any of its Affiliates has used a broker or other intermediary, in connection with the transactions contemplated by this Agreement for whose fees or expenses any other party will be liable and respectively agrees to indemnify and hold the others harmless from and against any and all claims, liabilities or obligations with respect to any such fees or expenses asserted by any person on the basis of any act or statement alleged to have been made by such party or any of its Affiliates.
Expenses; Brokers. 23 SECTION 8.11. Press Releases and Public Announcements....23 SECTION 8.12. Assignment; No Third Party Beneficiaries...24 SECTION 8.13. Severability...............................24 SECTION 8.14. Counterparts...............................24 SECTION 8.15. Further Assurances.........................24 SECTION 8.16.
Expenses; Brokers. Provided that the Closing shall have occurred, the Company shall pay or cause to be paid, all reasonable and documented out-of-pocket fees and expenses incurred by each of the Purchasers and their respective Affiliates for the Closing, and in connection with the transactions contemplated by this Agreement, the other Documents and all matters related thereto (including, without limitation, reasonable fees of counsel). Each of the parties represents to the others that neither it nor any of its Affiliates has used a broker or other intermediary, in connection with the transactions contemplated by this Agreement for whose fees or expenses any other party will be liable and respectively agrees to indemnify and hold the others harmless from and against any and all claims, liabilities or obligations with respect to any such fees or expenses asserted by any person on the basis of any act or statement alleged to have been made by such party or any of its Affiliates.
Expenses; Brokers. (a) Purchaser and Seller shall be responsible for and bear all of their respective costs and expenses incurred in connection with this Agreement, including, without limitation, any legal, accounting or other representative or advisor costs and expenses.
(b) Each Party will be responsible for any fees or expenses of any financial advisor, broker or finder retained by such Party payable upon consummation of the transactions contemplated by this Agreement.
Expenses; Brokers. Each party shall pay its own costs ----------------- and expenses in connection with the negotiation and execution of this Agreement and the transactions contemplated hereby, including without limitation, fees and disbursements of counsel, financial advisors and accountants. The Sellers shall pay any and all stamp, transfer and other similar Taxes payable or determined to be payable in connection with the execution and delivery of this Agreement or the transfer of the Shares, and shall save and hold each of the Purchasers harmless from and against any and all liabilities with respect to or resulting from any delay in paying, or omission to pay, such Taxes. Each of the parties represents to the others that neither it nor any of its Affiliates has used a broker or other intermediary, in connection with the transactions contemplated by this Agreement for whose fees or expenses any other party will be liable and respectively agrees to indemnify and hold the others harmless from and against any and all claims, liabilities or obligations with respect to any such fees or expenses asserted by any person on the basis of any act or statement alleged to have been made by such party or any of its Affiliates.
Expenses; Brokers. (a) Except as otherwise set forth in this Agreement, all costs and expenses incurred in connection with this Agreement shall be paid by the party incurring such cost or expense; PROVIDED, HOWEVER, that (i) the Company agrees to reimburse the Investors for any and all out-of-pocket fees and expenses incurred by the Investors or any of their Affiliates in connection with the Transactions up to a maximum amount of $300,000, and (ii) and all printing, mailing and filing fees and expenses incurred in connection with the Exchange Offer shall be borne by the Company. Other than the use of Xxxxxx Xxxxxxx & Co. Incorporated by the Company, each of the parties represents to the others that neither it nor any of its Affiliates has used a broker or other financial intermediary in connection with the Transactions for whose fees or expenses any other party will be liable. Each party agrees to indemnify and hold the other parties to this Agreement harmless from and against any and all Claims with respect to any such fees or expenses asserted by any Person on the basis of any act or statement alleged to have been made by such party or any of its Affiliates.
(b) In addition to, and without limiting the provisions of, Section 9.18, the Company agrees to reimburse the Investors for the reasonable attorney's fees and expenses incurred by the Investors or any of their Affiliates in connection with any Claim brought or asserted by any third party (whether filed in the name of a stockholder of the Company or other third party or derivatively in the name of the Company, and including any Claim in which the Investors or any of their Affiliates is made a witness by subpoena or otherwise) challenging, or otherwise arising out of or relating to, the Transactions whether or not the Investors or any of their Affiliates are made party to such claim, suit, arbitration or proceeding; PROVIDED that the Investors shall notify the Company promptly upon becoming aware of, keep the Company reasonably apprised of all material developments relating to, and cooperate reasonably with the Company in connection with the defense or any proposed settlement of, any such Claim; and PROVIDED, FURTHER, that unless in the reasonable judgment of the Investors there exists an actual or potential conflict of interest between the Investors and any of their Affiliates, this Section 9.13(b) shall apply only to one counsel in each applicable jurisdiction (if more than one jurisdiction is involved). This Section 9...
Expenses; Brokers. The Company shall pay or cause to be paid, whether or not the Third Closing occurs hereunder, all reasonable out-of-pocket fees and expenses incurred by the Purchaser and its respective Affiliates, in connection with the transactions contemplated by this Agreement, the other Documents and all matters related thereto (including, without limitation, HSR Act filing fees, and reasonable fees and disbursements of counsel and consultants not to exceed $50,000 per Closing).
Expenses; Brokers. All costs and expenses incurred in connection with this Agreement shall be paid by the party incurring such cost or expense. Other than the use of Bear, Xxxxxxx & Co. Inc. by the Company, each of the parties represents to the others that neither it nor any of its Affiliates has used a broker or other intermediary in connection with the Transactions for whose fees or expenses any other party will be liable. Each party agrees to indemnify and hold the other parties to this Agreement harmless from and against any and all claims, liabilities or obligations with respect to any such fees or expenses asserted by any Person on the basis of any act or statement alleged to have been made by such party or any of its Affiliates.
Expenses; Brokers. Except as otherwise provided in this Agreement, each of the parties hereto shall pay his or its own costs and expenses in connection with this Agreement and the transactions contemplated hereby, including, without limitation, any finder's fees, commissions, brokerage fees or like payments with respect to any broker or finder engaged or dealt with by such party. None of the parties hereto, or their respective officers and agents have incurred any obligation or liability, contingent or otherwise, for brokerage or finders' fees or agents' commissions or otherwise, for brokerage or finders' fees or agents' commissions or other similar payment in connection with this Agreement. Each party will indemnify and hold the other parties harmless from any such payment alleged to be due as a result of actions by such party or its officers or agents.
