Common use of Expenses of Transaction Clause in Contracts

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. Except as otherwise provided in this Agreement or the other Related Agreements, whether 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 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 compliance with all conditions to be performed by Buyer and Buyer Parent under this Agreement Agreement; and (b) Seller will pay the fees, expenses and disbursements of Seller Seller, Parent and Seller Parent the 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 Seller Parent and Seller under this Agreement. All such fees, expenses and disbursements of Parent, Seller and the Company shall be paid by Seller prior to the Closing so that the Company will not be charged with or diminished by any such fee, cost or expense. Parent and Seller represent and warrant to Buyer and Buyer that Parent and Buyer and Buyer Parent represent and warrant to Seller and Seller Parent that each has] have 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. Except as otherwise provided in this Agreement or the other Related Agreements, whether 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 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 compliance with all conditions to be performed by Buyer and Buyer Parent under this Agreement 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. All such fees, expenses and disbursements of Seller Parent shall be paid by Seller prior to the Closing so that the Assets will not be charged with or diminished by any such fee, cost or expense. Each Seller represents and Seller represent and warrant warrants to Buyer and Buyer Parent and Buyer and Buyer Parent represent and warrant to Seller and Seller Parent that each has] it has relied on their its 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. Except as otherwise provided in this Agreement or the other Related Agreements, whether 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 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 compliance with all conditions to be performed by Buyer and Buyer Parent under this Agreement 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. All such fees, expenses and disbursements of Parent and Seller shall be paid by Seller prior to the Closing so that the Assets will not be charged with or diminished by any such fee, cost or expense. Parent and Seller represent and warrant to Buyer and Buyer that Parent and Buyer and Buyer Parent represent and warrant to Seller and Seller Parent that each has] have 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.