Expenses; Legal Fees and Costs Sample Clauses

Expenses; Legal Fees and Costs. Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the consummation of the transactions set forth herein, including, without limitation, counsel fees, accounting fees, investment advisor’s fees and disbursements, and costs incurred in connection with obtaining regulatory approvals shall be borne by the Party incurring such expense, whether or not such transactions are consummated. To the extent permitted by Laws of the State, in the event a Party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing Party will be entitled to recover such legal expenses, including, without limitation, attorneys’ fees, costs, and necessary disbursements, in addition to any other relief to which such Party shall be entitled.

Expenses; Legal Fees and Costs. Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the purchase of the Assets, including counsel fees, accounting fees, brokerage or finder fees and commissions, investment advisor's fees and disbursements, shall be paid or accrued by the party incurring such expense, whether or not such transactions are consummated.

Expenses; Legal Fees and Costs. 13.5.1 Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the consummation of the transactions set forth herein, including counsel fees, accounting fees, investment advisor’s fees and disbursements, shall be borne by the respective parties incurring such expense, whether or not such transactions are consummated. 13.5.2 Except as otherwise expressly set forth herein, Buyer shall pay all of the costs for the Title Policy and the recording of the warranty deed. All transfer taxes, real estate filing and recording fees and related costs incurred, assessed or otherwise imposed as a result of the transfer of the Assets shall be borne one-half by Buyer and one-half by Seller. All other costs and expenses arising out of the transfer of Assets to Buyer and the obtaining by Buyer of all appraisals needed to effect the transactions herein shall be paid by Buyer, including the Survey and such other inspections and reports as Buyer may deem advisable or desirable. Buyer shall pay HSR Pre-merger Notification and Report, filing fees and costs of the appraisal. 13.5.3 In the event either party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing party will be entitled to recover such legal expenses, including, attorney’s fees, costs and necessary disbursements, through appeal or in bankruptcy proceedings in addition to any other relief to which such party shall be entitled.

Expenses; Legal Fees and Costs. 10.2.1 All expenses of the preparation of this Agreement and of the consummation of the transactions set forth herein, including, without limitation, counsel fees, accounting fees, investment advisor’s fees and disbursements, shall be borne by the Party incurring such expense, whether or not such transactions are consummated. 10.2.2 Seller shall pay for all documentary stamp taxes, surcharges, transfer taxes and sales and use taxes arising out of the transfer of the LLC Interest to Buyer; 10.2.3 In the event either Party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing Party will be entitled to recover such legal expenses, including, without limitation, attorneys’ fees, costs and necessary disbursements, in addition to any other relief to which such Party shall be entitled.

Expenses; Legal Fees and Costs. 12.5.1 Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the consummation of the transactions set forth herein, including counsel fees, accounting fees, investment advisor’s fees and disbursements, shall be borne by the respective parties incurring such expense, whether or not such transactions are consummated. 12.5.2 Seller shall pay the following costs: 1. proration of real estate taxes and assessments chargeable to Seller; 2. transfer fee and conveyance tax; 3. title exam fee; 4. title commitment fee; and 5. 50% the owner’s title insurance policy in the amount of the Purchase Price (“Title Insurance Cost”). 12.5.3 Buyer shall pay the following costs: 1. fees relating to recording any deeds; 2. Buyer’s financing costs and lender fees and lender policy fees; 3. costs of Buyer’s inspections and surveys; and 4. 50% of the Title Insurance Cost. 12.5.4 In the event either party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing party will be entitled to recover such legal expenses, including, attorney’s fees, costs and necessary disbursements, through appeal or in bankruptcy proceedings in addition to any other relief to which such party shall be entitled.

Expenses; Legal Fees and Costs. 13.5.1 Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the consummation of the transactions set forth herein, including counsel fees, accounting fees, investment advisor’s fees and disbursements, shall be borne by the respective parties incurring such expense, whether or not such transactions are consummated. 13.5.2 Except as otherwise expressly set forth herein, Buyer shall pay all of the costs for the Title Policy and all transfer stamp taxes arising out of the transfer of the Assets to Buyer and the recording of the warranty deed. All other costs and expenses arising out of the transfer of Assets to Buyer and the obtaining by Buyer of all appraisals needed to effect the transactions herein shall be paid by Buyer, including the Survey and such other inspections and reports as Buyer may deem advisable or desirable. Buyer shall pay HSR Premerger Notification and Report filing fees and costs of the appraisal. 13.5.3 In the event either party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing party will be entitled to recover such legal expenses, including, attorney’s fees, costs and necessary disbursements, through appeal or in bankruptcy proceedings in addition to any other relief to which such party shall be entitled.

Expenses; Legal Fees and Costs. 12.4.1 Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the consummation of the transactions set forth herein, including, without limitation, counsel fees, accounting fees, investment advisor's fees and disbursements, and costs incurred in connection with obtaining regulatory approvals shall be borne by the respective parties incurring such expense, whether or not such transactions are consummated. Notwithstanding the foregoing, (i) Seller shall be responsible for the timely payment of all costs and expenses associated with the Title Policy, the Survey, documentary stamps, transfer taxes, recording fees and similar costs attendant to the consummation of the transactions contemplated herein and the transfer and assignment of the Assets to Buyer and (ii) Buyer shall be responsible for the timely payment of any inspections or environmental surveys that it orders. 12.4.2 In the event either party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing party will be entitled to recover such legal expenses, including, without limitation, attorneys' fees, costs and necessary disbursements, in addition to any other relief to which such party shall be entitled.

Expenses; Legal Fees and Costs. 12.5.1 Seller’s legal, accounting and advisor fees shall be borne by Seller (collectively, the “Non-Reimbursable Selling Expenses”). Except for the Non-Reimbursable Selling Expenses, all costs and expenses of Seller and Buyer relating to the preparation of this Agreement and the consummation of the transactions set forth herein, including but not limited to, transfer taxes and sales taxes, recording costs, endorsements, title examinations, title insurance, closing agent fees, postage, fees related to wiring of the receipt of the Purchase Price, delivery charges, documentary stamps and disbursement fees shall be borne by the Buyer whether or not such transactions are consummated, and all such costs and expenses which are incurred by Seller and reimbursable to Seller by Buyer shall be collectively referred to as the “Reimbursable Selling Expenses.” 12.5.2 In the event either party elects to incur legal expenses to enforce or interpret any provision of this Agreement by judicial means, the prevailing party will be entitled to recover such legal expenses, including, attorney’s fees, costs and necessary disbursements, through appeal or in bankruptcy proceedings in addition to any other relief to which such party shall be entitled.

Expenses; Legal Fees and Costs. (a) Except as otherwise expressly set forth in this Agreement, all expenses of the negotiation and preparation of this Agreement and of the consummation of the transactions set forth in this Agreement, including counsel fees, accounting fees, investment advisor’s fees and disbursements, shall be borne by the respective Parties incurring such expense, whether or not such transactions are consummated. (b) Purchaser shall pay (a) all transfer Taxes relating to the transfer of the Transferred Assets to Purchaser; (b) all intangible Taxes and similar Taxes and all sales, use and similar Taxes, relating to the transfer of the Transferred Assets to Purchaser, (c) the cost of any survey of the Real Property performed in connection with this transaction or to facilitate Purchaser’s financing of the purchase of the Transferred Assets, (d) one-half of the cost of premiums on the Title Policies, (e) the cost of any environmental report, (f) the cost of any recordation fees to put the Deed of record with the appropriate Governmental Authority, (g) all costs and expenses of obtaining any financing Purchaser may elect to obtain, including any fees, financing costs, transfer Taxes, mortgage and recordation Taxes and intangible Taxes in connection therewith) and (h) the cost of its legal counsel, advisors and other professionals employed by Purchaser in connection with its purchase of the Transferred Assets from Seller. Seller shall pay (a) one-half of the cost of premiums on the Title Policies, (b) the costs of its legal counsel, advisors and other professionals employed by Seller in connection with the sale of the Transferred Assets to Purchaser, and (c) recordation fees and other expenses related to the discharge of any Encumbrance on the Property that is not a Permitted Encumbrance. Except as otherwise expressly provided for in this Agreement, each party will bear its own expenses incurred in connection with the preparation, execution and performance of its obligations under this Agreement, including all fees and expenses of Representatives.

Expenses; Legal Fees and Costs. (a) Except as otherwise expressly set forth in this Agreement, all expenses of the preparation of this Agreement and of the purchase of the Assets, including counsel fees, accounting fees, brokerage or finder fees and commissions, investment advisor's fees and disbursements, shall be paid or accrued by the party incurring such expense, whether or not such transactions are consummated. (b) Sellers shall pay or accrue all sales taxes, if any, arising out of the sale and transfer of the Assets. (c) In the event any party incurs legal expenses to enforce any provision of this Agreement, the prevailing party will be entitled to recover such legal expenses, including attorneys' fees, costs and necessary disbursements, in addition to any other relief to which such party shall be entitled at law or in equity. (d) In connection with any HSR filing fees, Sellers shall pay fifty percent (50%) and Buyers shall pay fifty percent of such fees.