Common use of Fees and Expenses; Allocation of Award Clause in Contracts

Fees and Expenses; Allocation of Award. (1) Each party shall pay its Pro Rata Share of the direct costs and expenses associated with, or incurred in connection with, the administration of the Action, or carrying out the intention, or facilitating the performance, of the terms of this Agreement (such costs and expenses, the "Expenses"). The procedure for the payment of expenses by Centerpoint shall be as follows: each month OAM shall provide Centerpoint with a reasonably itemized statement of the Expenses actually incurred by OAM and paid to non-affiliated parties in connection with the administration of the action, along with adequate proof of payment. Centerpoint shall reimburse OAM for its Pro Rata Share of all such Expenses reasonably incurred by OAM within 25 days of Centerpoint's receipt of such itemized statement and proof of payment; provided, however, that Centerpoint shall not be required to reimburse OAM for any Expenses until such time as Centerpoint's Pro Rata Share exceeds a minimum "basket" amount of $5,000. In the event that Centerpoint does not fully reimburse OAM for its Pro Rata Share of reasonable Expenses in excess of the $5,000 basket amount as set forth in the itemized statement within 25 days of Centerpoint's receipt of such statement, Centerpoint shall thereupon forfeit its interest in the action. Bion shall also pay its Pro Rata share of any such Expenses within 25 days of its receipt of such itemization and proof of payment. (2) Each of Bion and Centerpoint agrees to bear its own respective legal and other costs and expenses for preparing, negotiating, executing, and implementing this Agreement and any related documents. (3) If at any time after the date hereof, Centerpoint receives any payment in respect of, or in connection with, the Action which is in excess of its Pro Rata Share (such excess being hereinafter referred to as an "Assigned Distribution"), whether in the form of cash, securities, instruments and/or other property or otherwise in connection with any of the foregoing, Centerpoint shall be deemed to have received such distribution in a fiduciary capacity and as trustee for Bion and its assigns, and Centerpoint shall with respect to any such Assigned Distribution (i) accept and hold it for the account and sole benefit of Bion and /or its assigns, (ii) have no equitable or beneficial interest in it, and (iii) deliver it (net of any applicable Pro Rata Share of Expenses) promptly to Bion or its assigns (as appropriate) in the same form received and, when necessary or appropriate, with Centerpoint's endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule, or order. (4) If any Assigned Distribution includes securities or other non-cash property of any kind, Centerpoint shall, to the extent permissible by law, endorse (without recourse), assign, convey or otherwise cause to be registered in or transferred to Bion's name, or such name as Bion may direct (at Bion's sole expense) in writing, and deliver such securities or other non-cash property to Bion as soon as practicable. Pending such transfer, Centerpoint shall hold the same as agent for Bion and Centerpoint shall have no legal, equitable, or beneficial interest in any such Assigned Distribution. (5) If Centerpoint receives any Assigned Distribution which it is required to remit to Bion, Bion will furnish to Centerpoint such forms, certifications, statements, and other documents as Centerpoint may reasonably request in writing to evidence Bion's exemption from the withholding of any tax imposed by the United States of America or any other jurisdiction, whether domestic or foreign, or to enable Centerpoint to comply with any applicable laws or regulations relating thereto, and Centerpoint may refrain from remitting such Assigned Distribution until such forms, certifications, statements, and other documents have been so furnished. (6) If any Assigned Distribution received by Centerpoint and transferred to Bion pursuant to this Agreement has been made to Centerpoint wrongfully or in error, and is required to be returned or disgorged by Centerpoint, Centerpoint shall promptly return such Assigned Distribution to Bion.

Fees and Expenses; Allocation of Award. (1) Each party OAM and Centerpoint shall each pay its Pro Rata Share respective pro rata share of the direct costs and expenses associated with, or incurred in connection with, the administration of the Action, or carrying out the intention, or facilitating the performance, of the terms of this Agreement Action (such costs and expenses, the "Expenses"). Bion shall not be responsible for the payment of any Expenses. The procedure for the payment of expenses by Centerpoint shall be as follows: each month OAM shall provide Centerpoint with a reasonably itemized statement of the Expenses actually incurred by OAM and paid to non-affiliated parties in connection with the administration of the action, along with adequate proof of payment. Centerpoint shall reimburse OAM for its Pro Rata Share of all such Expenses reasonably incurred by OAM within 25 days of Centerpoint's receipt of such itemized statement and proof of payment; provided, however, that Centerpoint shall not be required to reimburse OAM for any Expenses until such time as Centerpoint's Pro Rata Share exceeds a minimum "basket" amount of $5,000. In the event that Centerpoint does not fully reimburse OAM for its Pro Rata Share of reasonable Expenses in excess of the $5,000 basket amount as set forth in the itemized statement within 25 days of Centerpoint's receipt of such statement, Centerpoint shall thereupon forfeit its interest in the action. Bion shall also pay its Pro Rata share of any such Expenses within 25 days of its receipt of such itemization action and proof of payment. (2) Each of Bion and Centerpoint agrees to bear its own respective legal and other costs and expenses for preparing, negotiating, executing, and implementing this Agreement and any related documents. (3) If at any time after the date hereof, Centerpoint Bion receives any payment in respect of, or in connection with, the Action which is in excess of its Pro Rata Share (such excess being hereinafter referred to as an "Assigned Distribution")Action, whether in the form of cash, securities, instruments and/or other property or otherwise in connection with any of the foregoing, Centerpoint or otherwise with respect to the Assigned Interest assigned to OAM pursuant to this Agreement (an "Assigned Distribution"), Bion shall be deemed to have received such distribution in a fiduciary capacity and as trustee for Bion and its assignsOAM, and Centerpoint Bion shall with respect to any such Assigned Distribution (i) accept and hold it for the account and sole benefit of Bion and /or its assignsOAM, (ii) have no equitable or beneficial interest in it, and (iii) deliver it (net of any applicable Pro Rata Share of Expenses) promptly to Bion or its assigns (as appropriate) OAM in the same form received and, when necessary or appropriate, with CenterpointBion's endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule, or order. (43) If any Assigned Distribution includes securities or other non-cash property of any kind, Centerpoint Bion shall, to the extent permissible by law, endorse (without recourse), assign, convey or otherwise cause to be registered in or transferred to BionOAM's name, or such name as Bion OAM may direct (at BionOAM's sole expense) in writing, and deliver such securities or other non-cash property to Bion OAM as soon as practicable. Pending such transfer, Centerpoint Bion shall hold the same as agent for OAM and Bion and Centerpoint shall have no legal, equitable, or beneficial interest in any such Assigned Distribution. (54) If Centerpoint Bion receives any Assigned Distribution which it is required to remit to BionOAM, Bion OAM will furnish to Centerpoint Bion such forms, certifications, statements, and other documents as Centerpoint Bion may reasonably request in writing to evidence BionOAM's exemption from the withholding of any tax imposed by the United States of America or any other jurisdiction, whether domestic or foreign, or to enable Centerpoint Bion to comply with any applicable laws or regulations relating thereto, and Centerpoint Bion may refrain from remitting such Assigned Distribution until such forms, certifications, statements, and other documents have been so furnished. (65) If any Assigned Distribution received by Centerpoint Bion and transferred to Bion OAM pursuant to this Agreement has been made to Centerpoint Bion wrongfully or in error, and is required to be returned or disgorged by CenterpointBion, Centerpoint Bion shall promptly return such Assigned Distribution to BionOAM. (6) If at any time after the date hereof, OAM receives any payment in respect of, or in connection with, the Action (whether from Bion or from any third party), whether in the form of cash, securities, instruments and/or other property or otherwise with respect to the 35% interest in the Action that is retained by Centerpoint (a "Centerpoint Distribution"), OAM shall be deemed to have received such distribution in a fiduciary capacity and as trustee for Centerpoint, and OAM shall with respect to any such Centerpoint Distribution (i) accept and hold it for the account and sole benefit of Centerpoint, (ii) have no equitable or beneficial interest in it, and (iii) deliver it promptly to Centerpoint in the same form received (after deduction of any Pro Rata Share of Expenses due and payable by Centerpoint) and, when necessary or appropriate, with OAM's endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule, or order. (7) If any Centerpoint Distribution includes securities or other non-cash property of any kind, OAM shall, to the extent permissible by law, endorse (without recourse), assign, xxxxx or otherwise cause to be registered in or transferred to Centerpoint's name, or such name as Centerpoint may direct (at Centerpoint's sole expense) in writing, and deliver such securities or other non-cash property to Centerpoint as soon as practicable. Pending such transfer, OAM shall hold the same as agent for Centerpoint and OAM shall have no legal, equitable, or beneficial interest in any such Centerpoint Distribution. (8) If any Centerpoint Distribution received by OAM has been made to OAM wrongfully or in error, and is required to be returned or disgorged by OAM, OAM shall promptly return such Centerpoint Distribution to Centerpoint.

Fees and Expenses; Allocation of Award. (1) Each party shall pay its Pro Rata Share of the direct costs and expenses associated with, or incurred in connection with, the administration of the Action, or carrying out the intention, or facilitating the performance, of the terms of this Agreement (such costs and expenses, the "Expenses"). The procedure for the payment of expenses by Centerpoint shall be as follows: each month OAM shall provide Centerpoint with a reasonably itemized statement of the Expenses actually incurred by OAM and paid to non-affiliated parties in connection with the administration of the action, along with adequate proof of payment. Centerpoint shall reimburse OAM for its Pro Rata Share of all such Expenses reasonably incurred by OAM within 25 days of Centerpoint's receipt of such itemized statement and proof of payment; provided, however, that Centerpoint shall not be required to reimburse OAM for any Expenses until such time as Centerpoint's Pro Rata Share exceeds a minimum "basket" amount of $5,000. In the event that Centerpoint does not fully reimburse OAM for its Pro Rata Share of reasonable Expenses in excess of the $5,000 basket amount as set forth in the itemized statement within 25 days of Centerpoint's receipt of such statement, Centerpoint shall thereupon forfeit its interest in the action. Bion shall also pay its Pro Rata share of any such Expenses within 25 days of its receipt of such itemization and proof of payment. (2) Each of Bion and Centerpoint agrees to bear its own respective legal and other costs and expenses for preparing, negotiating, executing, and implementing this Agreement and any related documents. (3) If at any time after the date hereof, Centerpoint either party erroneously receives any payment in respect of, or in connection with, the Action which is in excess of its Pro Rata Share (such excess being hereinafter referred to defined as an "Assigned Distribution"), whether in the form of cash, securities, instruments and/or other property or otherwise in connection with any of the foregoing, Centerpoint the receiving party shall be deemed to have received such distribution Assigned Distribution in a fiduciary capacity and as trustee for Bion the other party and its assigns, and Centerpoint the receiving party shall with respect to any such Assigned Distribution (i) accept and hold it for the account and sole benefit of Bion the other party and /or its assigns, (ii) have no equitable or beneficial interest in it, and (iii) deliver it (net of any applicable Pro Rata Share of Expenses) promptly to Bion the other party or its assigns (as appropriate) in the same form received and, when necessary or appropriate, with Centerpointthe receiving party's endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule, or order. (4) If any Assigned Distribution received by either party in error includes securities or other non-cash property of any kind, Centerpoint the receiving party shall, to the extent permissible by law, endorse (without recourse), assign, convey or otherwise cause to be registered in or transferred to Bion's name, or such name as Bion the other party may direct (at Bionthe other party's sole expense) in writing, and deliver such securities or other non-cash property to Bion the other party as soon as practicable. Pending such transfer, Centerpoint the receiving party shall hold the same as agent for Bion the other party and Centerpoint the receiving party shall have no legal, equitable, or beneficial interest in any such Assigned DistributionDistribution that was received in error. (5) If Centerpoint either party erroneously receives any Assigned Distribution which it is required to remit to Bionthe other party, Bion the receiving party will furnish to Centerpoint the other party such forms, certifications, statements, and other documents as Centerpoint the receiving party may reasonably request in writing to evidence Bionthe other party's exemption from the withholding of any tax imposed by the United States of America or any other jurisdiction, whether domestic or foreign, or to enable Centerpoint to comply with any applicable laws or regulations relating thereto, and Centerpoint the receiving party may refrain from remitting such Assigned Distribution until such forms, certifications, statements, and other documents have been so furnished. (6) If any Assigned Distribution received by Centerpoint and transferred to Bion pursuant to this Agreement has been made to Centerpoint wrongfully or in error, and is required to be returned or disgorged by Centerpoint, Centerpoint Bion shall promptly return such Assigned Distribution to BionCenterpoint.

Fees and Expenses; Allocation of Award. (1) Each party shall pay its Pro Rata Share of the direct costs and expenses associated with, or incurred in connection with, the administration of the Action, or carrying out the intention, or facilitating the performance, of the terms of this Agreement (such costs and expenses, the "Expenses"). The procedure for the payment of expenses by Centerpoint shall be as follows: each month OAM shall provide Centerpoint with a reasonably itemized statement of the Expenses actually incurred by OAM and paid to non-affiliated parties in connection with the administration of the action, along with adequate proof of payment. Centerpoint shall reimburse OAM for its Pro Rata Share of all such Expenses reasonably incurred by OAM within 25 days of Centerpoint's receipt of such itemized statement and proof of payment; provided, however, that Centerpoint shall not be required to reimburse OAM for any Expenses until such time as Centerpoint's Pro Rata Share exceeds a minimum "basket" amount of $5,000. In the event that Centerpoint does not fully reimburse OAM for its Pro Rata Share of reasonable Expenses in excess of the $5,000 basket amount as set forth in the itemized statement within 25 days of Centerpoint's receipt of such statement, Centerpoint shall thereupon forfeit its interest in the action. Bion shall also pay its Pro Rata share of any such Expenses within 25 days of its receipt of such itemization and proof of payment. (2) Each of Bion and Centerpoint agrees to bear its own respective legal and other costs and expenses for preparing, negotiating, executing, and implementing this Agreement and any related documents. (3) If at any time after the date hereof, Centerpoint receives any payment in respect of, or in connection with, the Action which is in excess of its Pro Rata Share (such excess being hereinafter referred to as an "Assigned Distribution"), whether in the form of cash, securities, instruments and/or other property or otherwise in connection with any of the foregoing, Centerpoint shall be deemed to have received such distribution in a fiduciary capacity and as trustee for Bion and its assigns, and Centerpoint shall with respect to any such Assigned Distribution (i) accept and hold it for the account and sole benefit of Bion and /or its assigns, (ii) have no equitable or beneficial interest in it, and (iii) deliver it (net of any applicable Pro Rata Share of Expenses) promptly to Bion or its assigns (as appropriate) in the same form received and, when necessary or appropriate, with Centerpoint's endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule, or order. (4) If any Assigned Distribution includes securities or other non-non- cash property of any kind, Centerpoint shall, to the extent permissible by lawbylaw, endorse (without recourse), assign, convey or otherwise cause to be registered in or transferred to Bion's name, or such name as Bion may direct (at direct(at Bion's sole expense) in writing, and deliver such securities or other non-cash property to Bion as soon as practicable. Pending such transfer, Centerpoint shall hold the same as agent for Bion and Centerpoint shall have no legal, equitable, or beneficial interest in any such Assigned Distribution. (5) If Centerpoint receives any Assigned Distribution which it is required to remit to Bion, Bion will furnish to Centerpoint such forms, certifications, statements, and other documents as Centerpoint may reasonably request in writing to evidence Bion's exemption from the withholding of any tax imposed by the United States of America or any other jurisdiction, whether domestic or foreign, or to enable Centerpoint to comply with any applicable laws or regulations relating thereto, and Centerpoint may refrain from remitting such Assigned Distribution until such forms, certifications, statements, and other documents have been so furnished. (6) If any Assigned Distribution received by Centerpoint and transferred to Bion pursuant to this Agreement has been made to Centerpoint wrongfully or in error, and is required to be returned or disgorged by Centerpoint, Centerpoint shall promptly return such Assigned Distribution to Bion.

Fees and Expenses; Allocation of Award. (1) Each party shall pay its Pro Rata Share of the direct costs and expenses associated with, or incurred in connection with, the administration of the Action, or carrying out the intention, or facilitating the performance, of the terms of this Agreement (such costs and expenses, the "Expenses"). The procedure for the payment of expenses by Centerpoint shall be as follows: each month OAM shall provide Centerpoint with a reasonably itemized statement of the Expenses actually incurred by OAM and paid to non-affiliated parties in connection with the administration of the action, along with adequate proof of payment. Centerpoint shall reimburse OAM for its Pro Rata Share of all such Expenses reasonably incurred by OAM within 25 days of Centerpoint's receipt of such itemized statement and proof of payment; provided, however, that Centerpoint shall not be required to reimburse OAM for any Expenses until such time as Centerpoint's Pro Rata Share exceeds a minimum "basket" amount of $5,000. In the event that Centerpoint does not fully reimburse OAM for its Pro Rata Share of reasonable Expenses in excess of the $5,000 basket amount as set forth in the itemized statement within 25 days of Centerpoint's receipt of such statement, Centerpoint shall thereupon forfeit its interest in the action. Bion shall also pay its Pro Rata share of any such Expenses within 25 days of its receipt of such itemization and proof of payment. (2) Each of Bion and Centerpoint agrees to bear its own respective legal and other costs and expenses for preparing, negotiating, executing, and implementing this Agreement and any related documents. (3) If at any time after the date hereof, Centerpoint either party erroneously receives any payment in respect of, or in connection with, the Action which is in excess of its Pro Rata Share (such excess being hereinafter referred to defined as an "Assigned Distribution"), whether in the form of cash, securities, instruments and/or other property or otherwise in connection with any of the foregoing, Centerpoint the receiving party shall be deemed to have received such distribution Assigned Distribution in a fiduciary capacity and as trustee for Bion the other party and its assigns, and Centerpoint the receiving party shall with respect to any such Assigned Distribution (i) accept and hold it for the account and sole benefit of Bion the other party and /or its assigns, (ii) have no equitable or beneficial interest in it, and (iii) deliver it (net of any applicable Pro Rata Share of Expenses) promptly Expenses)promptly to Bion the other party or its assigns (as appropriate) in the same form received and, when necessary or appropriate, with Centerpointthe receiving party's endorsement (without recourse, representation, or warranty), except to the extent prohibited under any applicable law, rule, or order. (4) If any Assigned Distribution received by either party in error includes securities or other non-cash property of any kind, Centerpoint the receiving party shall, to the extent permissible by law, endorse (without recourse), assignrecourse),assign, convey or otherwise cause to be registered in or transferred to Bion's name, or such name as Bion the other party may direct (at Bionthe other party's sole expense) in writing, and deliver such securities or other non-non- cash property to Bion the other party as soon as practicable. Pending such transfer, Centerpoint the receiving party shall hold the same as agent for Bion the other party and Centerpoint the receiving party shall have no legal, equitable, or beneficial interest in any such Assigned DistributionDistribution that was received in error. (5) If Centerpoint either party erroneously receives any Assigned Distribution which it is required to remit to Bionthe other party, Bion the receiving party will furnish to Centerpoint the other party such forms, certifications, statements, and other documents as Centerpoint the receiving party may reasonably request in writing to evidence Bionthe other party's exemption from the withholding of any tax imposed by the United States of America or any other jurisdiction, whether domestic or foreign, or to enable Centerpoint to comply with any applicable laws or regulations relating thereto, and Centerpoint the receiving party may refrain from remitting such Assigned Distribution until such forms, certifications, statements, and other documents have been so furnished. (6) If any Assigned Distribution received by Centerpoint and transferred to Bion pursuant to this Agreement has been made to Centerpoint wrongfully or in error, and is required to be returned or disgorged by Centerpoint, Centerpoint Bion shall promptly return such Assigned Distribution to BionCenterpoint.