Expenses of Transaction. Whether or not the Contemplated Transactions are consummated, except as otherwise specifically provided for in this Agreement, each of the parties hereto will assume and bear all expenses, costs and fees (including legal and accounting fees and expenses) incurred by such party in connection with the preparation, negotiation and execution and performance of this Agreement and the Escrow Agreement and the consummation of the Contemplated Transactions.
Expenses of Transaction. Seller shall pay all costs and expenses incurred by Seller or Stockholders in connection with this Agreement and the transactions contemplated hereby and thereby, including, without limitation, the fees and expenses of Seller's attorneys and accountants and will make all necessary arrangements so that the Assets will not be charged with or diminished by any such cost or expense. Buyer shall pay all costs and expenses incurred by it in connection with this Agreement and the transactions contemplated hereby and thereby, including without limitation, the fees and expenses of its attorneys and accountants.
Expenses of Transaction. Except as otherwise expressly provided in this Agreement, each party to this Agreement will bear its respective expenses incurred in connection with the preparation, execution, and performance of this Agreement and the transactions contemplated by this Agreement, including all fees and expenses of agents, representatives, counsel, and accountants.
Expenses of Transaction. Whether or not the transactions herein contemplated shall be consummated: (i) Buyer will pay the fees, expenses and disbursements of Buyer and its agents, representatives, accountants and counsel incurred in connection with the subject matter of this Agreement and any amendments hereto and all other costs and expenses incurred in the performance and compliance with all conditions to be performed by Buyer under this Agreement; and (ii) Stockholders will pay personally the fees, expenses and disbursements of Stockholders and Company and their respective agents, representatives, accountants and counsel incurred in connection with the subject matter of this Agreement and any amendments hereto and all other costs and expenses incurred in the performance and compliance with all conditions to be performed by Stockholders and Company under this Agreement. All such fees, expenses and disbursements of Stockholders and Company shall be paid by Stockholders prior to the Closing so as not to become an obligation of the Surviving Corporation or shall be included as a current liability for purposes of the calculation of Actual Net Working Capital set forth in Section 2.3. Stockholders represents and warrants to Buyer that Stockholders has relied on his own advisors for all legal, accounting, tax or other advice whatsoever with respect to this Agreement and the transactions contemplated hereby.
Expenses of Transaction. Each party shall bear its own costs and expenses in connection with this Agreement and the transactions contemplated hereby.
Expenses of Transaction. In the absence of an agreement in writing, each party shall bear its own direct expenses of the transaction. The Company shall bear all costs of issuing the Common Stock to the Investor.
Expenses of Transaction. Except as otherwise provided in this Agreement or the other Related Agreements, whether or not the transactions herein contemplated shall be consummated: (a) Buyer will pay the fees, expenses and disbursements of Buyer and Buyer Parent and their agents, representatives, accountants and counsel incurred in connection with the subject matter of this Agreement and any amendments hereto and all other costs and expenses incurred in the performance and Compliance with all conditions to be performed by Buyer and Buyer Parent under this Agreement and (b) Seller will pay the fees, expenses and disbursements of Seller and Seller Parent and their respective agents, representatives, accountants and counsel incurred in connection with the subject matter of this Agreement and any amendments hereto and all other costs and expenses incurred in the performance and compliance with all conditions to be performed by Seller Parent and Seller under this Agreement. Seller Parent and Seller represent and warrant to Buyer and Buyer Parent and Buyer and Buyer Parent represent and warrant to Seller and Seller Parent that each has] relied on their own advisors for all legal, accounting, tax or other advice whatsoever with respect to this Agreement and the transactions contemplated hereby. Nothing in this Section 14.5 shall limit the rights of a non-breaching party to recover damages, including fees and expenses if so awarded, in connection with any claim against a party in breach hereunder.
Expenses of Transaction. The Selling Shareholders shall pay the Selling Shareholders' professional fees and expenses incurred in connection with the negotiation and closing of this Agreement and the Related Agreements, including, without limitation the expenses of the preparation of Annual Financial Statements. The Selling Shareholders shall also pay all the Selling Shareholders' applicable sales, income, use, excise, transfer, documentary, and any other taxes arising out of the transactions contemplated herein. The Company shall pay 8.34%, as adjusted pursuant to Section 1.3, of all professional fees and expenses incurred by Purchaser in connection with the negotiation and closing of this Agreement and the Related Agreements. Upon expiration of the Put Option unexercised, Purchaser shall reimburse the Selling Shareholders for all Purchaser's expenses and fees paid by the Company.
Expenses of Transaction. Seller and GST shall pay all costs and expenses incurred thereby in connection with this Agreement and the transactions contemplated hereby. Buyer shall pay all costs and expenses incurred by it in connection with this Agreement and the transactions contemplated hereby.
Expenses of Transaction. The expenses (including, without limitation, fees and expenses of attorneys and consultants) incurred by the parties in connection with this Agreement or the consummation of the transactions contemplated herein shall be borne by the parties incurring the same.
