Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Bsquare Corp /Wa), Agreement and Plan of Merger (Intercept Pharmaceuticals, Inc.), Agreement and Plan of Merger (Computer Task Group Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Systems & Computer Technology Corp), Agreement and Plan of Merger and Reorganization (Website Pros Inc), Agreement and Plan of Merger and Reorganization (Clinical Data Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 10 contracts
Samples: Voting and Lock Up Agreement (Cempra, Inc.), Agreement and Plan of Merger and Reorganization (Synta Pharmaceuticals Corp), Agreement and Plan of Merger and Reorganization (Zalicus Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.2, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Aml Communications Inc), Agreement and Plan of Merger (Aml Communications Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and or any of the Contemplated Transactions shall be paid by the Party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (CarLotz, Inc.), Agreement and Plan of Merger (Lockheed Martin Corp), Agreement and Plan of Merger (Aerojet Rocketdyne Holdings, Inc.)
Expenses; Termination Fees. (a) Except as otherwise expressly set forth in this Section 8.3Agreement, all fees and expenses incurred in connection with this Agreement and any of the Merger Transactions (including fees and expenses payable to Representatives) shall be paid by the Party party hereto incurring such fees and expenses, whether or not the Offer and Merger Transactions are consummated.; provided, however, that:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Inland American Real Estate Trust, Inc.), Agreement and Plan of Merger (Inland American Real Estate Trust, Inc.), Agreement and Plan of Merger (Inland American Real Estate Trust, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not any shares are purchased pursuant to the Offer and whether or not the Merger are is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Diedrich Coffee Inc), Agreement and Plan of Merger (Green Mountain Coffee Roasters Inc), Agreement and Plan of Merger (Diedrich Coffee Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees costs and expenses incurred in connection with this Agreement and the Transactions Transaction shall be paid by the Party party incurring such costs and expenses, whether or not the Offer and Merger are is consummated. In the event a party terminates this Agreement, other than as may be permitted in accordance with Section 7.1, such terminating party shall be required to pay the other party’s fees incurred in connection with the transactions contemplated hereunder.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (RDE, Inc.), Agreement and Plan of Merger (RDE, Inc.), Agreement and Plan of Merger (Incumaker, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees costs and expenses incurred in connection with this Agreement and the Transactions Transaction shall be paid by the Party party incurring such costs and expenses, whether or not the Offer and Merger are is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (National Superstars Inc), Agreement and Plan of Merger (Reit Americas, Inc.), Agreement and Plan of Merger (Infodata Systems Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, Section 5.7(d), and Section 5.10, all fees and expenses incurred in connection with this Agreement and the Transactions Transaction Expenses shall be paid by the Party incurring such expenses, whether or not the Offer Merger is consummated. Notwithstanding the foregoing, the Company shall pay all fees and Merger are consummatedexpenses incurred under clauses (b) and (d) of the definition of the Transaction Expenses.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Kubient, Inc.), Agreement and Plan of Merger and Reorganization (Kubient, Inc.), Agreement and Plan of Merger and Reorganization (Tocagen Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.03, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Heritage Commerce Corp), Solicitation and Non Disclosure Agreement (Heritage Commerce Corp), Agreement and Plan of Merger and Reorganization (Heritage Commerce Corp)
Expenses; Termination Fees. (a) Except as set forth in Section 6.5 and this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and or the Merger are is consummated.; provided, however, that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Starbase Corp), Agreement and Plan of Merger (Borland Software Corp), Agreement and Plan of Merger (Borland Software Corp)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (Mirati Therapeutics, Inc.), Agreement and Plan of Merger (IVERIC Bio, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, 10.3 and Section 6.10 all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Neoleukin Therapeutics, Inc.), Support Agreement (Talaris Therapeutics, Inc.), Agreement and Plan of Merger (Magenta Therapeutics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.04, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Symyx Technologies Inc), Agreement and Plan of Merger (Symyx Technologies Inc), Agreement and Plan of Merger (Symyx Technologies Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and or the Merger are is consummated.; provided, however, that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sungard Data Systems Inc), Agreement and Plan of Merger (Caminus Corp), Agreement and Plan of Merger (Hte Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Transactions Transaction Expenses shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Kidpik Corp.), Agreement and Plan of Merger and Reorganization (Skye Bioscience, Inc.), Agreement and Plan of Merger and Reorganization (AgeX Therapeutics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Manufacturers Services LTD), Agreement and Plan of Merger (Manufacturers Services LTD), Agreement and Plan of Merger (Manufacturers Services LTD)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, 8.3 and Section 6.12 all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kintara Therapeutics, Inc.), Agreement and Plan of Merger (Kintara Therapeutics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Celunol Corp), Agreement and Plan of Merger and Reorganization (Diversa Corp)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger or the Contemplated Transactions are consummated; provided, however, that Parent shall bear all Transfer Taxes in connection with the transactions contemplated by this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Emmaus Life Sciences, Inc.), Agreement and Plan of Merger and Reorganization (MYnd Analytics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall transactions contemplated by this Agreement will be paid by the Party incurring such expenses, whether or not the Offer and Merger Acquisition is consummated. Each of the Parties acknowledges that the agreements contained in this Section 8.3 are consummatedan integral part of the transactions contemplated by this Agreement, without which, the Parties would not enter into this Agreement.
Appears in 2 contracts
Samples: Share Exchange Agreement (Biodel Inc), Share Exchange Agreement (Biodel Inc)
Expenses; Termination Fees. (a) Except as set forth in this Subject to Section 8.39.3(b) and Section 9.3(c), whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the Transactions transactions contemplated hereby (including the fees and expenses of its advisers, accountants and legal counsel) shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummatedexpense.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Verisk Analytics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zilog Inc), Agreement and Plan of Merger (Ixys Corp /De/)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, or otherwise specifically provided in this Agreement, all fees costs and expenses incurred in connection with this Agreement Agreement, the Merger and the other Transactions shall be paid by the Party party incurring such costs and expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kingdom Koncrete, Inc.), Agreement and Plan of Merger (Blink Couture Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall transactions contemplated by this Agreement will be paid by the Party party incurring such expenses, whether or not the Offer Merger is consummated (provided, however, that if the Merger is consummated, such fees and Merger are consummatedexpenses will be paid by such party out of its own cash on hand prior to the Effective Time).
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Neothetics, Inc.), Agreement and Plan of Merger and Reorganization (Regado Biosciences Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.311.3, all fees and expenses incurred in connection with this Agreement and any of the Merger Transactions (including fees and expenses payable to Representatives) shall be paid by the Party party hereto incurring such fees and expenses, whether or not the Offer and Merger Transactions are consummated.; provided, however, that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inland American Real Estate Trust, Inc.), Agreement and Plan of Merger (Winston Hotels Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger ('Mktg, Inc.'), Agreement and Plan of Merger (Henry Bros. Electronics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and or any of the Contemplated Transactions shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vizio Holding Corp.), Agreement and Plan of Merger (ADESTO TECHNOLOGIES Corp)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger Mergers are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Rf Micro Devices Inc), Agreement and Plan of Merger and Reorganization (Sirenza Microdevices Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.03, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CymaBay Therapeutics, Inc.), Agreement and Plan of Merger (Immunomedics Inc)
Expenses; Termination Fees. (a) Except as set forth in Section 6.2(a) and in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Primo Water Corp), Agreement and Plan of Merger (Cott Corp /Cn/)
Expenses; Termination Fees. (a) Except as set forth in Section 6.14(b) and this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kite Pharma, Inc.), Agreement and Plan of Merger (Gilead Sciences Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Broadcast International Inc), Agreement and Plan of Merger and Reorganization (Alldigital Holdings, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.2, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are Acquisition is consummated.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Seelos Therapeutics, Inc.), Asset Purchase Agreement (Bioblast Pharma Ltd.)
Expenses; Termination Fees. (a) Except as set forth in Section 8.2 and this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and or the Merger are is consummated.; provided, however, that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Applied Materials Inc /De), Agreement and Plan of Merger (Applied Materials Inc /De)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and or any of the Contemplated Transactions shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger Mergers are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Marvell Technology Group LTD), Agreement and Plan of Merger and Reorganization (INPHI Corp)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.3 and Section 9.8, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cti Biopharma Corp), Agreement and Plan of Merger (Cti Biopharma Corp)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and 9.3 the Transactions Transaction Expenses shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (MorphImmune Inc.), Agreement and Plan of Merger and Reorganization (Immunome Inc.)
Expenses; Termination Fees. (a) Except as set forth in Section 6.13(b) and this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Celgene Corp /De/), Agreement and Plan of Merger (Juno Therapeutics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.310.03, all fees and expenses incurred in connection with the preparation, negotiation and performance of this Agreement and the consummation of the Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and the Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Athlon Energy Inc.), Agreement and Plan of Merger (Encana Corp)
Expenses; Termination Fees. (a) Except as otherwise set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and or the Merger are is consummated.; provided, however, that:
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Superior Consultant Holdings Corp), Agreement and Plan of Merger (Affiliated Computer Services Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3Section 8.03, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gilead Sciences, Inc.), Agreement and Plan of Merger (Gilead Sciences Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.;
Appears in 2 contracts
Samples: Merger Agreement (Paradigm Technology Inc /De/), Merger Agreement (Abb Asea Brown Boveri LTD)
Expenses; Termination Fees. (a) Except as set forth in Section 9.7 and this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Broadcast International Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are Transaction is consummated.; provided, however, that:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Vaxgen Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees 9.3 and expenses incurred in connection with this Agreement and Section 1.6(e) the Transactions Transaction Expenses shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Angion Biomedica Corp.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Applied Materials Inc /De)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, 10.3 and Section 6.9 all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (ARCA Biopharma, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer Merger is consummated; provided, however, that Innovate and Merger are consummatedthe 95 Company shall also share equally all fees and expenses incurred by engagement of the Exchange Agent (such fees and expenses in this proviso, collectively, the “Shared Expenses”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Innovate Biopharmaceuticals, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, 10.3 and Section 6.9 all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are Acquisition is consummated.
Appears in 1 contract
Samples: Acquisition Agreement (MingZhu Logistics Holdings LTD)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3Subject to Sections 12.3(b), (c) and (e), whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the Transactions transactions contemplated herein shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.310.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 1 contract
Samples: Agreement and Plan of Merger (Hammons John Q Hotels Inc)
Expenses; Termination Fees. (a) Except as set forth in Section 5.15 and this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Select Energy Services, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.03, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Heritage Commerce Corp)
Expenses; Termination Fees. (aA) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are Transaction is consummated.; provided, however, that:
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Mikohn Gaming Corp)
Expenses; Termination Fees. (a) Except as set forth provided in this Section 8.310.7, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are Transaction is consummated.
Appears in 1 contract
Samples: Asset Purchase Agreement (Cidco Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.38.3(b), all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.310.03, all fees and expenses incurred in connection with the preparation, negotiation and performance of this Agreement and the Transactions consummation of the transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and the Merger are consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Priceline Group Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated. Notwithstanding the foregoing, the Parties shall each pay 50% of the S-4 Expenses.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Replidyne Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3 and Section 5.1, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Orgenesis Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated hereby shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated hereby shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer Merger is consummated; provided, however, that Innovate and Merger are consummatedthe Exhibit 2.1 Company shall also share equally all fees and expenses incurred by engagement of the Exchange Agent (such fees and expenses in this proviso, collectively, the “Shared Expenses”).
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Innovate Biopharmaceuticals, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees costs and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such costs and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fittipaldi Logistics, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.03, Article VIII or specifically set forth elsewhere in this Agreement, all fees and expenses incurred in connection with this Agreement and the Transactions Transaction Costs shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (DropCar, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.39.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Aml Communications Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.03 or specifically set forth elsewhere in this Agreement, all fees and expenses incurred in connection with this Agreement and the Transactions Transaction Costs shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Alliqua BioMedical, Inc.)
Expenses; Termination Fees. (a) Except as set forth in Section 9.7 and this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Dicerna Pharmaceuticals Inc)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.310.3 and Section 6.10, all fees and expenses incurred in connection with this Agreement and the Contemplated Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (AVROBIO, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.313.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are Closing is consummated.; provided, however, that:
Appears in 1 contract
Samples: Asset Purchase Agreement (Inksure Technologies Inc.)
Expenses; Termination Fees. (al) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and or any of the Contemplated Transactions shall be paid by the Party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Shift Technologies, Inc.)
Expenses; Termination Fees. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and or any of the Contemplated Transactions shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are Arrangement is consummated.; provided, however, that:
Appears in 1 contract
Expenses; Termination Fees. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Applied Materials Inc /De)
