Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 166 contracts
Samples: Share Exchange Agreement (Traqiq, Inc.), Share Exchange Agreement (Future FinTech Group Inc.), Share Exchange Agreement (FBC Holding, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feeseach Party, costs or expensesas incurred respectively.
Appears in 39 contracts
Samples: Share Exchange Agreement (Kairos Pharma, LTD.), Securities Exchange Agreement (Brookmount Explorations Inc), Share Exchange Agreement (Eva Live Inc)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party Party incurring such fees, costs or and expenses.
Appears in 26 contracts
Samples: Purchase and Sale Agreement (Shenandoah Telecommunications Co/Va/), Master Agreement (Cumulus Media Inc), Master Agreement
Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementSection, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.
Appears in 26 contracts
Samples: Agreement and Plan of Merger (Rogue Wave Software Inc /Or/), Agreement and Plan of Merger (Carescience Inc), Agreement and Plan of Merger (Boston Restaurant Associates Inc)
Fees and Expenses. Except as otherwise expressly provided in contemplated by this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 22 contracts
Samples: Standstill Agreement (Financial Edge Fund L P), Standstill Agreement (CFS Bancorp Inc), Standstill Agreement (Hf Financial Corp)
Fees and Expenses. Except as otherwise expressly specifically provided to the contrary in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 18 contracts
Samples: Securities Purchase Agreement (Softech Inc), Agreement and Plan of Merger (Newhall Land & Farming Co /Ca/), Agreement and Plan of Merger (LNR Property Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.
Appears in 18 contracts
Samples: Membership Interests Purchase Agreement (Nikola Corp), Asset Purchase Agreement (Silicon Laboratories Inc.), Asset Purchase Agreement (Skyworks Solutions, Inc.)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement, including the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party Party incurring such fees, costs fees or expenses.
Appears in 16 contracts
Samples: Asset Purchase Agreement, Contribution Agreement, Contribution Agreement
Fees and Expenses. (a) Except as otherwise expressly provided in this Agreementparagraph (b) below, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.
Appears in 15 contracts
Samples: Share Purchase Agreement and Plan of Merger (Gulf State Credit LLP), Share Purchase Agreement and Plan of Merger (Union Corp), Agreement and Plan of Merger (T Netix Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expenses.except as specifically provided to the contrary in this Agreement and except as follows:
Appears in 12 contracts
Samples: Share Purchase and Contribution Agreement, Stock Purchase Agreement, Stock Purchase Agreement (Openwave Systems Inc)
Fees and Expenses. (a) Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (ATN International, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expensesexcept as specifically provided to the contrary in this Agreement.
Appears in 12 contracts
Samples: Asset Purchase Agreement (Odetics Inc), Stock Purchase and Sale Agreement (Nptest Holding Corp), Asset Purchase Agreement (Sagent Technology Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal fees and other feesexpenses, costs including fees and expenses of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Brigham Exploration Co), Securities Purchase Agreement (Brigham Exploration Co), Securities Purchase Agreement (Brigham Exploration Co)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting, financial advisory and other fees, costs and expenses of a Party incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.
Appears in 9 contracts
Samples: Purchase Agreement, Purchase Agreement, Purchase Agreement (CNX Resources Corp)
Fees and Expenses. Except as otherwise expressly provided specifically set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party Party incurring such fees, costs or and expenses.
Appears in 9 contracts
Samples: Sale Site Master Lease Agreement (T-Mobile US, Inc.), Master Prepaid Lease (T-Mobile US, Inc.), Master Lease Agreement (T-Mobile US, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting and other fees, costs and expenses of a party hereto incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 9 contracts
Samples: Ete Common Unit Purchase Agreement (Williams Randa Duncan), Purchase Agreement (BreitBurn Energy Partners L.P.), Purchase Agreement (BreitBurn Energy Partners L.P.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.
Appears in 9 contracts
Samples: Share Exchange Agreement (Coeur Mining, Inc.), Put Agreement, Securities and Asset Purchase Agreement (KAMAN Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or and expenses.
Appears in 8 contracts
Samples: Stock Purchase Agreement (Live Nation Entertainment, Inc.), Stock Purchase Agreement, Stock Purchase Agreement (Live Nation Entertainment, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred by any of the parties hereto in connection with this Agreement and or any of the transactions contemplated hereby shall be borne and paid solely by the party incurring such fees, costs or fees and expenses.
Appears in 8 contracts
Samples: Stock Purchase Agreement (Cavco Industries Inc), Agreement and Plan of Merger (Cavco Industries Inc), Stock Purchase Agreement (Nab Asset Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.
Appears in 8 contracts
Samples: Share Exchange Agreement, Share Exchange Agreement (Sino Payments, Inc.), Merger Agreement (Continental Alloy Wheel Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs fees or expenses.
Appears in 7 contracts
Samples: Series a Agreement (Applied Minerals, Inc.), Series 2023 Agreement (Applied Minerals, Inc.), Director Nomination Agreement (Applied Minerals, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal fees and other feesexpenses, costs including fees and expenses incurred in connection with the preparation, execution, and delivery of this Agreement and the transactions contemplated hereby herein, shall be paid by the party incurring such fees, costs fee or expensesexpense.
Appears in 7 contracts
Samples: Subscription Agreement (International Tower Hill Mines LTD), Subscription Agreement (International Tower Hill Mines LTD), Subscription Agreement (Athene Holding LTD)
Fees and Expenses. Except as otherwise expressly provided specifically set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall by this Agreement will be paid by the party Party incurring such fees, costs or and expenses.
Appears in 7 contracts
Samples: Master Lease and Sublease (Global Signal Inc), Master Lease and Sublease (Global Signal Inc), Master Lease and Sublease (Global Signal Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.
Appears in 7 contracts
Samples: Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.)
Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementAgreement or as otherwise agreed to by the parties hereto in writing, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses, whether or not the transactions contemplated by this Agreement are consummated.
Appears in 7 contracts
Samples: Subscription and Exchange Agreement (Group Maintenance America Corp), Subscription and Exchange Agreement (Group Maintenance America Corp), Subscription and Exchange Agreement (Boss Investment LLC)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein and therein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the other Transaction Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (SK Ecoplant Co., Ltd.), Investor Agreement (SK Ecoplant Co., Ltd.), Investor Agreement (SK Ecoplant Co., Ltd.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.
Appears in 6 contracts
Samples: Equity Purchase Agreement (Vyant Bio, Inc.), Financing Agreement (Golden Properties Ltd.), Financing Agreement (Abtech Holdings, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, each party to this Agreement shall bear and pay all legal and other fees, costs and expenses (including legal fees, accounting fees and investment banking fees) that have been incurred or that are incurred by or on behalf of such party in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesContemplated Transactions.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Alphatec Holdings, Inc.), Agreement and Plan of Merger (Rovi Corp), Agreement and Plan of Merger (Quest Software Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses (including but not limited to taxes) incurred in connection with this Agreement and the transactions other transaction documents contemplated hereby hereunder shall be borne and paid by the party Party incurring such feesfee, costs cost or expensesexpense.
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Shah Capital Management), Purchase and Sale Agreement (Tonghao (Cayman) LTD), Purchase and Sale Agreement (Tonghao (Cayman) LTD)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be the responsibility of and shall be paid by the party incurring such fees, costs fees or expenses, whether or not the transactions contemplated by this Agreement are consummated.
Appears in 6 contracts
Samples: Voting Agreement (Mondavi Robert Corp), Agreement (Methode Electronics Inc), Recapitalization Agreement (Readers Digest Association Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.
Appears in 6 contracts
Samples: Shareholders Agreement, Agreement and Plan of Merger (Remark Media, Inc.), Agreement and Plan of Merger (Banks.com, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses.
Appears in 5 contracts
Samples: Equity Purchase Agreement (Sequential Brands Group, Inc.), Agreement and Plan of Merger (Adomani, Inc.), Stock Purchase Agreement (Forterra, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with the preparation and negotiation of this Agreement and the consummation of the transactions contemplated hereby by this Agreement shall be paid by the party Party or Parties, as applicable, incurring such fees, costs or expenses.
Appears in 5 contracts
Samples: Investment Agreement, Investment Agreement (Yum China Holdings, Inc.), Investment Agreement (Yum China Holdings, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs fees or expenses, whether or not the Transactions are consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Graham Holdings Co), Agreement and Plan of Merger (SmartPros Ltd.), Agreement and Plan of Merger (Dynamex Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feescost or expense; provided that the Company shall pay all out-of-pocket costs and expenses of the Institutional Shareholders, costs including the reasonable fees and expenses of counsel, incurred in connection with the preparation of this Agreement, or expensesany amendment or waiver hereof, and the transactions contemplated hereby and all matters related hereto.
Appears in 5 contracts
Samples: Shareholders Agreement, Shareholders Agreement (Ntelos Holdings Corp), Shareholders Agreement (Ntelos Holdings Corp)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement Agreement, the Ancillary Documents and the transactions contemplated hereby and thereby, including the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party Party incurring such fees, costs fees or expenses.
Appears in 5 contracts
Samples: Business Combination Agreement (Digital Health Acquisition Corp.), Agreement and Plan of Merger (Carmell Corp), Business Combination Agreement (Digital Health Acquisition Corp.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement Agreement, the Offer, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses, whether or not any of the Transactions are consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger, Agreement and Plan of Merger (Dollar Thrifty Automotive Group Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expenses.except as specifically provided to the contrary in this Agreement and except as provided in Section 8.2(b) and as follows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Mining Services International Corp/), Asset Purchase Agreement (Mining Services International Corp/), Asset Purchase Agreement (Mining Services International Corp/)
Fees and Expenses. (a) Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Roxio Inc), Agreement and Plan of Merger (Inter Tel (Delaware), Inc), Asset Purchase Agreement (Anchor Glass Container Corp)
Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementSection, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Apb Acquisition Corp), Agreement and Plan of Merger (Delta Air Lines Inc /De/), Agreement and Plan of Merger (Asa Holdings Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses.
Appears in 4 contracts
Samples: Voting Agreement (Reliant Holdings, Inc.), Voting Agreement (Erin Energy Corp.), Shareholders Agreement (Michael Kors Holdings LTD)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feescosts and expenses, costs whether or expensesnot the transactions contemplated hereby are consummated.
Appears in 4 contracts
Samples: Contribution Agreement, Contribution Agreement (Blush Acquisition Corp), Contribution Agreement (Bare Escentuals Inc)
Fees and Expenses. Except as otherwise expressly specifically provided in this herein and subject to the Purchase Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement herewith and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 4 contracts
Samples: Voting Agreement (Rho Capital Partners Inc), Voting Agreement (Nitromed Inc), Voting Agreement (Nitromed Inc)
Fees and Expenses. Except as otherwise expressly specifically provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 4 contracts
Samples: Earnout Agreement (Cantel Medical Corp), Earnout Agreement, Earnout Agreement (Alcoa Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting and other fees, costs and expenses of a party hereto incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses; provided, however, that the Seller shall be solely responsible for all legal, accounting and other fees, costs and expenses incurred by the Seller and the Company and the Subsidiaries of the Company.
Appears in 4 contracts
Samples: Purchase Agreement (Enterprise Products Operating L P), Purchase Agreement (Enterprise Products Operating L P), Purchase Agreement (Williams Companies Inc)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs or and expenses.
Appears in 4 contracts
Samples: Master Transaction Agreement (PACIFIC GAS & ELECTRIC Co), Management Agreement (T-Mobile US, Inc.), Management Agreement (Crown Castle International Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Contemplated Transactions shall be paid by the party incurring such fees, costs or fees and expenses.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Avalo Therapeutics, Inc.), Asset Purchase Agreement (Elevation Oncology, Inc.), Asset Purchase Agreement (Merrimack Pharmaceuticals Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.
Appears in 3 contracts
Samples: Nomination and Shareholder’s Agreement (Armstrong World Industries Inc), Purchase Agreement (Trintech Group PLC), Asset Purchase Agreement (Trintech Group PLC)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesexpenses except as otherwise provided for herein.
Appears in 3 contracts
Samples: Letter Agreement (Adelphia Communications Corp), Letter Agreement (Comcast Corp), Letter Agreement (Time Warner Inc)
Fees and Expenses. Except as otherwise expressly provided set forth in this AgreementAgreement with respect to the Transaction Costs, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (InsPro Technologies Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs or and expenses.
Appears in 3 contracts
Samples: Voting and Tender Agreement (Bush Boake Allen Inc), Voting Agreement (Wyndham International Inc), Voting and Tender Agreement (International Flavors & Fragrances Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such feesexpenses, costs or expensesfees, including without limitation the fees and expenses of any investment banks, attorneys, accountants, or other experts or advisors retained by such party.
Appears in 3 contracts
Samples: Investment Agreement (World Health Energy Holdings, Inc.), Stock Exchange Agreement (IR-Med, Inc.), Stock Exchange Agreement (Sipup Corp)
Fees and Expenses. (a) Except as otherwise expressly provided in contemplated by this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Toy Biz Inc), Agreement and Plan of Merger (Refac Technology Development Corp), Agreement and Plan of Merger (Manville Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby Transactions shall be paid by the party Party incurring such fees, costs fees or expenses, whether or not the Transactions are consummated.
Appears in 3 contracts
Samples: Investment Agreement (Applied Minerals, Inc.), Investment Agreement (Applied Minerals, Inc.), Investment Agreement (Applied Minerals, Inc.)
Fees and Expenses. Except as to the extent otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs expenses whether or expensesnot the transactions contemplated by this Agreement are consummated.
Appears in 3 contracts
Samples: Equity Interest Purchase Agreement (American International Holdings Corp.), Equity Interest Purchase Agreement (Zenergy Brands, Inc.), Equity Interest Purchase Agreement (South American Properties, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party Party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.
Appears in 3 contracts
Samples: Lease and Festival Rights Agreement, Assignment of Lease and Festival Rights (Origo Acquisition Corp), Assignment of Lease and Festival Rights (Hightimes Holding Corp.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, each party hereto shall pay all legal and other fees, costs of the fees and expenses incurred by it in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesand thereby.
Appears in 3 contracts
Samples: Purchase Agreement (American Skiing Co /Me), Purchase Agreement (American Skiing Co /Me), Stock Purchase and Merger Agreement (American Skiing Co /Me)
Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementAgreement or as agreed upon by the parties hereto, all legal fees and other feesexpense, costs including fees and expenses of counsel, incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Aroc Inc), Purchase and Sale Agreement (Aroc Inc), Purchase and Sale Agreement (Aroc Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal fees and other feesexpenses, costs including fees and expenses of counsel, financial advisors and accountants incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense by or on the date hereof.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Key Energy Group Inc), Stock Purchase Agreement (Key Energy Group Inc), Stock Purchase Agreement (Key Energy Group Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (BRAC Lending Group LLC), Agreement and Plan of Merger (Big Rock Partners Sponsor, LLC), Agreement and Plan of Merger (Big Rock Partners Acquisition Corp.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred by a party hereto in connection with this Agreement and the transactions contemplated hereby shall be paid and borne by the party incurring such fees, costs or expensesparty.
Appears in 3 contracts
Samples: Shareholder Agreement (Watsco Inc), Shareholder Agreement (Watsco Inc), Shareholder Agreement (Watsco Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs All fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feesexpenses, costs whether or expensesnot the transactions contemplated hereby are consummated.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Spectranetics Corp), Asset Purchase Agreement (Kensey Nash Corp), Asset and Stock Purchase Agreement (Ivg Corp)
Fees and Expenses. Except as otherwise expressly provided in herein, each party to this Agreement, Agreement shall bear and pay all legal and other fees, costs and expenses (including all legal fees and accounting fees) that have been incurred or that are incurred by such party in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenseshereby.
Appears in 3 contracts
Samples: And Facilities Agreement, Sharing and Facilities Agreement, And Facilities Agreement
Fees and Expenses. Except as otherwise expressly provided in this AgreementAll legal, all legal accounting and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 3 contracts
Samples: Share Purchase Agreement (Endurance Specialty Holdings LTD), Share Purchase Agreement (Endurance Specialty Holdings LTD), Share Purchase Agreement (Endurance Specialty Holdings LTD)
Fees and Expenses. Except as otherwise expressly provided otherwise in this Agreement, all legal and other fees, costs and expenses expenses, including fees and disbursements of counsel, financial advisers and accountants, incurred in connection with this Agreement Agreement, the sale of the Purchased Assets and the transactions contemplated hereby Ancillary Agreements shall be paid by the party Party incurring such fees, costs or expenses.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Star Equity Holdings, Inc.), Asset Purchase Agreement (Quest Resource Holding Corp), Escrow Agreement (Steel Excel Inc.)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement herewith and the transactions contemplated hereby shall be paid by the party incurring Party incurring, or required to incur, such feesfees and expenses, costs whether or expensesnot the Offer or the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Quest Diagnostics Inc), Agreement and Plan of Merger (Celera CORP)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby including, without limitation, the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party incurring such fees, costs or and expenses.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Team Inc), Asset Purchase Agreement (Philip Services Corp/De)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense whether or not the transactions contemplated hereby are consummated.
Appears in 2 contracts
Samples: Voicestream Wireless Corp, Voicestream Wireless Corp
Fees and Expenses. Except as otherwise expressly provided in this Agreement, whether or not the transactions contemplated by this Agreement are consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby including, without limitation, the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party incurring such fees, costs or and expenses.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Pediatric Services of America Inc), Asset Purchase Agreement (Hooper Holmes Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with incident to negotiation, preparation and performance of this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs and expenses, including, without limitation, fees, costs or expensesexpenses and disbursements of their respective financial advisors, accountants and counsel.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (TC Power Management Corp.), Agreement and Plan of Merger (Corporate Road Show Dot Com Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party Party incurring such fees, costs or expenses.and expenses.
Appears in 2 contracts
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transaction shall be paid by the party incurring such feesexpenses, costs or expenses.except as specifically provided to the contrary in this Agreement and except as follows:
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (International Paper Co /New/)
Fees and Expenses. Except as otherwise expressly provided set forth in this AgreementAgreement (including with respect to Transaction Expenses), all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses., whether or not the transactions contemplated hereby are consummated. 7.5
Appears in 2 contracts
Samples: Agreement and Plan of Mergers (Oddity Tech LTD), Agreement and Plan of Mergers (Oddity Tech LTD)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement, including, without limitation, the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party Party incurring such fees, costs fees or expenses.
Appears in 2 contracts
Samples: Purchase Agreement (Phillips Van Heusen Corp /De/), Purchase Agreement (Tommy Hilfiger Holding Sarl)
Fees and Expenses. Except as otherwise expressly specifically provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs expenses whether or expensesnot the Transactions are consummated.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Cantel Medical Corp), Share Purchase Agreement (Alcoa Inc)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs fees or expenses, whether or not the Transactions are consummated.
Appears in 2 contracts
Samples: Business Combination Agreement (Atlas Holdings, Inc.), Limited Liability Company Agreement (Impax Laboratories Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid borne by the party incurring such fees, costs fees or expenses.
Appears in 2 contracts
Samples: Transaction Agreement (Danaher Corp /De/), Offer Agreement (Danaher Corp /De/)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all All legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Share Exchange Agreement (China Dongfang Healthcare Group Inc.), Share Exchange Agreement (Jade Mountain CORP)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses.
Appears in 2 contracts
Samples: Termination Agreement (SyntheMed, Inc.), Termination Agreement (SyntheMed, Inc.)
Fees and Expenses. (a) Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement Agreement, including, without limitation, attorneys' and accounting fees and expenses and investment bankers' fees (collectively, the transactions contemplated hereby "Transaction Costs") shall be paid by the party incurring such fees, costs cost or expensesexpense whether or not the Transactions are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (East West Communications Inc), Agreement and Plan of Merger (Omnipoint Corp \De\)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, whether or not the Transactions are consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid borne by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Real Property Asset Purchase Agreement (IASIS Healthcare LLC), Real Property Asset Purchase Agreement (MPT Operating Partnership, L.P.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, each party shall pay any and all legal expenses, fees and other feescosts (including legal, costs accounting and expenses consulting expenses, fees and costs) incurred by it in connection with this Agreement Agreement, the other Transaction Documents and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesTransactions.
Appears in 2 contracts
Samples: Agreement of Merger (On Assignment Inc), Agreement and Plan of Merger (Earthlink Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreementstated to the contrary herein, all legal and other feescosts, costs fees and expenses incurred in connection with the Purchase, this Agreement (including all instruments and agreements prepared and delivered in connection herewith), and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Incentra Solutions, Inc.), Agreement and Plan of Merger (Incentra Solutions, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this AgreementAgreement and the Notes, each party to this Agreement shall bear and pay all legal and other fees, costs and expenses that have been incurred or that are incurred by such party in connection with the transactions contemplated by this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesNotes.
Appears in 2 contracts
Samples: Convertible Note Subscription Agreement (ZKH Group LTD), Agreement (ZKH Group LTD)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein to the contrary, all legal and other fees, costs fees and expenses incurred by the parties in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Merger Agreement and Plan (800america Com Inc), Merger Agreement (800america Com Inc)
Fees and Expenses. Except as otherwise expressly provided contemplated in this Agreement, whether or not this Agreement and the transactions contemplated hereby are consummated, all legal and other fees, costs and expenses (including legal and financial advisory fees and expenses) incurred in connection with with, or in anticipation of, or in enforcement of, this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Registration Rights Agreement (Oppenheimer Holdings Inc), Registration Rights Agreement (Fahnestock Viner Holdings Inc)
Fees and Expenses. Except as Unless otherwise expressly specifically provided in pursuant to this Agreement, all legal and other fees, costs and expenses Expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesExpenses.
Appears in 2 contracts
Samples: Purchase Agreement, Purchase Agreement (Teletech Holdings Inc)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, including the treatment of Purchaser Transaction Expenses and Seller Transaction Expenses, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and Agreement, the transactions contemplated hereby Transactions or otherwise shall be paid by the party Party incurring such fees, costs fees or expenses.
Appears in 2 contracts
Samples: Business Combination Agreement (Alternus Clean Energy, Inc.), Business Combination Agreement (Clean Earth Acquisitions Corp.)
Fees and Expenses. Except as otherwise expressly specifically provided for in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.
Appears in 2 contracts
Samples: Tax Matters Agreement, Solicitation and Non Disclosure Agreement (Fleetcor Technologies Inc)
Fees and Expenses. Except as specifically provided otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.
Appears in 2 contracts
Samples: Share and Asset Purchase Agreement (Home Loan Servicing Solutions, Ltd.), Share and Asset Purchase Agreement (New Residential Investment Corp.)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expensesexcept as otherwise specifically provided in this Agreement.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hybrid Fuels Inc), Stock Sale Agreement (Merisel Inc /De/)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall will be paid by the party Party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Shareholder Agreement (Solarfun Power Holdings Co., Ltd.), Shareholder Agreement (Hanwha Solar Holdings Co., Ltd.)
Fees and Expenses. Except as otherwise expressly provided in this the Asset Purchase Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid borne by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Voting Agreement (Ultrak Inc), Voting Agreement (Ultrak Inc)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transaction shall be paid by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Bancorp, Inc.), Asset Purchase Agreement (Fremont General Corp)
Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transaction shall be paid by the party incurring such fees, costs or expenses.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (New Century Financial Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesexpense.
Appears in 2 contracts
Samples: Agreement of Sale and Purchase (Ameritrade Holding Corp), Agreement of Sale and Purchase (Ameritrade Holding Corp)
Fees and Expenses. Except as otherwise expressly provided in this Agreement or any other Transaction Agreement, or unless otherwise mutually agreed to by Transferor and Parent in writing, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs fees or expenses.
Appears in 2 contracts
Samples: Assignment and Assumption Agreement (Graphic Packaging Holding Co), Assignment and Assumption Agreement (International Paper Co /New/)
Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs costs, and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs costs, or expenses.
Appears in 2 contracts
Samples: Share Exchange Agreement (Boon Industries, Inc.), Share Exchange Agreement (Boon Industries, Inc.)
Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement Agreement, including, without limitation, attorneys' and accounting fees and expenses and investment bankers' fees (collectively, the transactions contemplated hereby "Transaction Costs") shall be paid by the party incurring such fees, costs cost or expensesexpense whether or not the Transactions are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Integrated Data Corp), Agreement and Plan of Merger (Datawave Systems Inc)
