Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 27 contracts
Samples: Agreement and Plan of Merger (Infodata Systems Inc), Agreement and Plan of Merger (Avant Immunotherapeutics Inc), Agreement and Plan (Hislop Michael J)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 22 contracts
Samples: Agreement and Plan of Merger (Analogic Corp), Agreement and Plan of Merger (American Science & Engineering, Inc.), Agreement and Plan of Merger (Palomar Medical Technologies Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees and expenses, whether or not the Offer or the Merger is consummated.
Appears in 15 contracts
Samples: Agreement and Plan of Merger (Epizyme, Inc.), Agreement and Plan of Merger (Cynosure Inc), Agreement and Plan of Merger (Hologic Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 13 contracts
Samples: Agreement and Plan of Merger (Infrastructure & Energy Alternatives, Inc.), Agreement and Plan of Merger (Red Lion Hotels CORP), Agreement and Plan of Merger (Continental Building Products, Inc.)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.39.03, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 13 contracts
Samples: Agreement and Plan of Merger (DecisionPoint Systems, Inc.), Agreement and Plan of Merger (Texas Instruments Inc), Agreement and Plan of Merger (National Semiconductor Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.38.2, all fees fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, expenses whether or not the Merger is consummated.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Cubist Pharmaceuticals Inc), Agreement and Plan of Merger (Adolor Corp), Agreement and Plan of Merger (Cubist Pharmaceuticals Inc)
Fees and Expenses. (a) Except as set forth provided in paragraph (b) of this Section 7.35.06, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 12 contracts
Samples: Agreement and Plan of Merger (Conor Medsystems Inc), Agreement and Plan of Merger (Pioneer Companies Inc), Agreement and Plan of Merger (Meridian Medical Technologies Inc)
Fees and Expenses. (a) Except as set forth provided in this Section 7.35.8, all fees and expenses incurred in connection with the Merger, this Agreement Agreement, and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 9 contracts
Samples: Agreement and Plan of Merger (Williams Companies Inc), Agreement and Plan of Merger (Travelers Group Inc), Agreement and Plan of Merger (Salomon Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.39.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Home Federal Bancorp, Inc. Of Louisiana), Agreement and Plan of Merger (Home Bancorp, Inc.), Agreement and Plan of Merger (Retail Properties of America, Inc.)
Fees and Expenses. (a) Except as set forth in this Section 7.39.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Pernix Therapeutics Holdings, Inc.), Agreement and Plan of Merger (Pumatech Inc), Agreement and Plan of Merger (Golf Trust of America Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.36.4, Section 6.6 and Section 8.2, all fees fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall will be paid by the party incurring such expenses, expenses whether or not the Merger is consummated.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Inhibrx, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger (Pfizer Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.37.03, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such expenses, whether or not the Merger any Transaction is consummated.
Appears in 7 contracts
Samples: Stock Purchase Agreement (Ashner Michael L), Stock Purchase Agreement (Shelbourne Properties Iii Inc), Stock Purchase Agreement (Shelbourne Properties I Inc)
Fees and Expenses. (a) Except as expressly set forth in this Section 7.35.06, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 7 contracts
Samples: Agreement and Plan of Merger (HashiCorp, Inc.), Agreement and Plan of Merger, Agreement and Plan of Merger
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.310.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the transactions contemplated hereby other Contemplated Transactions shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 7 contracts
Samples: Voting and Support Agreement (HMN Financial Inc), Agreement and Plan of Merger (Nicolet Bankshares Inc), Agreement and Plan of Merger (Alerus Financial Corp)
Fees and Expenses. (a) Except as set forth provided in this Section 7.35.07 or Section 4.01(d), all fees and expenses incurred in connection with the Merger, this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Pinnacle Entertainment Inc), Agreement and Plan of Merger (St Louis Riverboat Entertainment Inc), Agreement and Plan of Merger (Pinnacle Entertainment Inc)
Fees and Expenses. (a) Except as set forth provided in this Section 7.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Liposcience Inc), Agreement and Plan of Merger (Autoinfo Inc), Support Agreement (Monogram Biosciences, Inc.)
Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (PHH Corp), Agreement and Plan of Merger (Cendant Corp), Agreement and Plan of Merger (Wesley Jessen Visioncare Inc)
Fees and Expenses. (a) Except as set forth provided below in this Section 7.37.06, all fees and expenses incurred in connection with the Offer, the Merger, this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Offer or the Merger is consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Tyco International LTD), Agreement and Plan of Merger (Lucent Technologies Inc), Agreement and Plan of Merger (Edmark Corp)
Fees and Expenses. (a) Except as set forth provided in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement the Merger and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Freescale Semiconductor Inc), Agreement and Plan of Merger (Harland John H Co), Agreement and Plan of Merger (Freescale Semiconductor Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 5.8 and Section 7.3, whether or not the Transactions are consummated, all fees and expenses incurred in connection with the Transactions and this Agreement and the transactions contemplated hereby shall be paid by the party incurring or required to incur such fees or expenses, whether or not the Merger is consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Piedmont Natural Gas Co Inc), Agreement and Plan of Merger (Duke Energy CORP), Agreement and Plan of Merger
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be borne and timely paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Audience Inc), Agreement and Plan of Merger (Knowles Corp), Agreement and Plan of Merger (Ingredion Inc)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.3Agreement, whether or not the Mergers are consummated, all fees and expenses incurred in connection with this Agreement and the other transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Watermark Lodging Trust, Inc.), Agreement and Plan of Merger (Ps Business Parks, Inc./Md), Agreement and Plan of Merger (QTS Realty Trust, Inc.)
Fees and Expenses. (a) Except as set forth in this Section 7.37.03, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Liberty Technologies Inc), Agreement and Plan of Merger (Trion Inc), Agreement and Plan of Merger (Liberty Technologies Inc)
Fees and Expenses. (a) Except as set forth provided below in this Section 7.3, all fees and expenses incurred in connection with the Merger, this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Lin Television Corp), Agreement and Plan of Merger (Lin Television Corp), Agreement and Plan of Merger (WTNH Broadcasting Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3, Section 5.2(c) and Section 5.7(b), all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Electro Scientific Industries Inc), Agreement and Plan of Merger (MKS Instruments Inc), Agreement and Plan of Merger (Newport Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.3Whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs or expenses, whether or not the Merger is consummatedexcept as provided in Sections 8.1(d) and 8.1(e).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Petrohawk Energy Corp), Agreement and Plan of Merger (Mission Resources Corp), Agreement and Plan of Merger (Patina Oil & Gas Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not if the Merger is not consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Barnes & Noble Inc), Agreement and Plan of Merger (Electronics Boutique Holdings Corp), Agreement and Plan of Merger (Funco Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3Section, whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether cost or not the Merger is consummatedexpense.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Prima Energy Corp), Iii Agreement and Plan of Merger (Prima Energy Corp), Agreement and Plan of Merger (Encana Corp)
Fees and Expenses. (a) Except as set forth provided otherwise provided in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is or any of the other transactions contemplated by this Agreement are consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (China Security & Surveillance Technology, Inc.), And Restated Agreement and Plan of Merger (China Security & Surveillance Technology, Inc.), Agreement and Plan of Merger (China Security & Surveillance Technology, Inc.)
Fees and Expenses. (a) Except as set forth provided in this Section 7.3, whether or not the Transactions are consummated, all fees and expenses incurred in connection with the Transactions and this Agreement and the transactions contemplated hereby shall be paid by the party incurring or required to incur such fees or expenses, whether or not the Merger is consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Epiq Systems Inc), Agreement and Plan of Merger (Horizon Lines, Inc.), Agreement and Plan of Merger (Matson, Inc.)
Fees and Expenses. (a) Except as set forth in this Section 7.3Whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs or expenses, whether or not the Merger is consummatedexcept as provided in Section 8.1(e).
Appears in 4 contracts
Samples: Agreement and Plan of Merger (KCS Energy Inc), Agreement and Plan of Merger (Petrohawk Energy Corp), Agreement and Plan of Merger (Petrohawk Energy Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is such transactions are consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Community Bank System Inc), Agreement and Plan of Merger (Community Bank System Inc), Agreement and Plan of Merger (Community Bank System Inc)
Fees and Expenses. (a) Except as set forth provided in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees or expenses, whether or not the Merger is Transactions are consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Medco Health Solutions Inc), Agreement and Plan of Merger (Biosource International Inc), Agreement and Plan of Merger (Chattem Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.3----------------- 8.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Sun Healthcare Group Inc), Agreement and Plan of Merger (Regency Health Services Inc), Agreement and Plan of Merger (Sun Healthcare Group Inc)
Fees and Expenses. (a) Except as set forth provided below ------------------ in this Section 7.37.05, all fees and expenses incurred in connection with the Offer, the Merger, this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Offer or the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Conopco Acquisition Co Inc), Agreement and Plan of Merger (Curtis Helene Industries Inc /De/), Agreement and Plan of Merger (Curtis Helene Industries Inc /De/)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.38.03, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (VCG Holding Corp), Agreement and Plan of Merger (Lowrie Management LLLP), Agreement and Plan of Merger (VCG Holding Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Vringo Inc), Agreement and Plan of Merger (Excelon Corp), Agreement and Plan of Merger (Mortons Restaurant Group Inc)
Fees and Expenses. (a) Except as expressly set forth in this Section 7.35.06, all 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 or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (DemandTec, Inc.), Agreement and Plan of Merger (Filenet Corp), Agreement and Plan of Merger (Internet Security Systems Inc/Ga)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such expenses, whether or not the Merger any Transaction is consummated.
Appears in 3 contracts
Samples: Investment Agreement (Stewart W P & Co LTD), Stock Purchase Agreement (First Union Real Estate Equity & Mortgage Investments), Investment Agreement (Arrow Partners Lp)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.37.3 or as contemplated by Section 2.2, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (Green Bancorp, Inc.), Agreement and Plan of Merger (SP Bancorp, Inc.)
Fees and Expenses. (a) Except Other than as set forth specifically provided in this Section 7.38.3 or otherwise agreed to in writing by the parties hereto, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Fundtech LTD), Agreement and Plan of Merger and Reorganization (S1 Corp /De/), Agreement and Plan of Merger and Reorganization (Fundtech LTD)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.3, all fees and expenses Expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Offer, the Merger or any other related transaction is consummated.. As used in this Agreement, "
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Steel Partners Ii Lp), Agreement and Plan of Merger (WHX Corp), Agreement and Plan of Merger (Steel Partners Ii Lp)
Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees 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 and expenses, whether or not the Offer or the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Talley Industries Inc), Agreement and Plan of Merger (Talley Manufacturing & Technology Inc), Agreement and Plan of Merger (Score Acquisition Corp)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.310.03, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Astrazeneca PLC), Agreement and Plan of Merger (Medimmune Inc /De), Agreement and Plan of Merger (Accredited Home Lenders Holding Co)
Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees costs and expenses incurred in connection with this Agreement Agreement, the Offer, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is such transactions are consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cybermedia Inc), Agreement and Plan of Merger (Networks Associates Inc/), Agreement and Plan of Merger (Networks Associates Inc/)
Fees and Expenses. (a) Except as set forth in this Section 7.312, all fees and expenses incurred in connection with this Agreement, the Merger Agreement and the transactions contemplated thereby and hereby shall be paid by the party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Majority Stockholder Voting Agreement (Epresence Inc), Majority Stockholder Voting Agreement (Infospace Inc), Majority Stockholder Voting Agreement (Switchboard Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such expenses, whether or not the Merger is Transactions are consummated.. (b)
Appears in 3 contracts
Samples: Agreement and Plan (Autodesk Inc), Agreement and Plan (Discreet Logic Inc), Agreement and Plan (Autodesk Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.38.2 and, with respect to Termination Fees, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such expenses, expenses whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Iii Agreement and Plan of Merger (Msystems LTD), Agreement and Plan of Merger (Sandisk Corp), Agreement and Plan of Merger Agreement and Plan of Merger (M-Systems Flash Disk Pioneers LTD)
Fees and Expenses. (a) Except as set forth provided elsewhere in this Section 7.36.08, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is such transactions are consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Cti Group Holdings Inc), Agreement and Plan of Merger (Stryker Corp), Agreement and Plan of Merger (Orthovita Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3Section, all fees and expenses incurred in connection with this Agreement Agreement, the Merger, the Spin-Off and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Paramount Gold Nevada Corp.), Agreement and Plan of Merger (Coeur Mining, Inc.), Agreement and Plan of Merger (Paramount Gold & Silver Corp.)
Fees and Expenses. (a) Except as set forth provided below in this Section 7.37.06, all fees and expenses incurred in connection with this the Offer, the Merger, the Agreement and the transactions contemplated hereby by the Agreement shall be paid by the party incurring such fees or expenses, whether or not the Offer or the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Peak Technologies Group Inc), Agreement and Plan of Merger (Integrated Health Services Inc), Kirkwood Acquisition Corp
Fees and Expenses. (a) Except Other than as set forth specifically provided in this Section 7.38.4 or otherwise agreed to in writing by the parties, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Franklin Electronic Publishers Inc), Agreement and Plan of Merger (Merchants Group Inc), Agreement and Plan of Merger (Saunders Acquisition Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.3Whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs or expenses, whether or not the Merger is consummatedexcept as provided in this Article 8.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Lilis Energy, Inc.), Agreement and Plan of Merger (Brushy Resources, Inc.), Agreement and Plan of Merger (American Eagle Energy Inc.)
Fees and Expenses. (ai) Except as set forth otherwise provided in this Section 7.38.2(a), all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Southern California Bancorp \ CA), Agreement and Plan of Merger (BayCom Corp), Agreement and Plan of Reorganization and Merger (BayCom Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement Agreement, the Shareholder Agreements, the Merger and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (General Electric Co), Agreement and Plan of Merger (Idx Systems Corp)
Fees and Expenses. (a) Except as set forth in this Section 7.39.3, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such expenses, whether or not the Merger is or any of the other Transactions are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Energy Conversion Devices Inc), Agreement and Plan of Merger (SGX Pharmaceuticals, Inc.)
Fees and Expenses. (a) Except as set forth in this Section 7.38.2, whether or not the Offer or the Merger is consummated, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Nabors Industries LTD), Agreement and Plan of Merger (Superior Well Services, INC)
Fees and Expenses. (a) Except as set forth in this Section 7.36.2 below, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs and expenses; provided however, whether or not that if the Merger is consummated, all of such reasonable costs and expenses shall be borne by the Surviving Corporation.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Shared Technologies Cellular Inc), Agreement and Plan of Merger (Satx Inc)
Fees and Expenses. (a) Except In the event the transactions contemplated hereby are not consummated, except as set forth in this Section 7.37.3(c), all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Peco Ii Inc), Asset Purchase Agreement (Peco Ii Inc)
Fees and Expenses. (a) Except as set forth provided in this Section 7.3, whether or not the Merger is consummated, all fees costs and expenses expense 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 incurring such costs and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Kofax Image Products Inc), Agreement and Plan of Merger (Silver David S)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.37.03, all fees and expenses incurred in connection with this Agreement Agreement, the Offer, the Merger and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Offer or Merger is are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Roche Holding LTD), Agreement and Plan of Merger (Ignyta, Inc.)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.310.03, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Offer or the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CBS Corp), Agreement and Plan of Merger (Cnet Networks Inc)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.39.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, expenses whether or not the Merger Acquisition is consummated.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Union Street Acquisition Corp.), Membership Interest Purchase Agreement (Union Street Acquisition Corp.)
Fees and Expenses. (a) Except as set forth in this Section 7.37.3 or elsewhere in this Agreement, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Imagistics International Inc), Agreement and Plan of Merger (Oce N V)
Fees and Expenses. (a) Except as set forth provided otherwise in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby hereby, including the Merger, shall be paid by the party incurring such fees or expenses, whether or not any of the Merger transactions contemplated hereby, including the Merger, is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Zhongpin Inc.), Agreement and Plan of Merger (Zhongpin Inc.)
Fees and Expenses. (a) Except as set forth in this Section 7.3, if the Transactions are terminated, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Contribution Agreement and Plan of Reorganization and Merger (Smarterkids Com Inc), Terms Agreement (Smarterkids Com Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.37.9, all fees fees, costs and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs or expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Orchard Enterprises, Inc.), Agreement and Plan of Merger (Dimensional Associates, LLC)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.39.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby shall be paid by the party Party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Industrial Property Trust Inc.), Agreement and Plan of Merger (Prologis, L.P.)
Fees and Expenses. (a7.3(a) Except as set forth in this Section 7.3, all All fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Catalyst Semiconductor Inc), Agreement and Plan of Merger and Reorganization (On Semiconductor Corp)
Fees and Expenses. (a) Except as set forth in Section 6.13 and this Section 7.38.03, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Superior Telecom Inc), Agreement and Plan of Merger (Superior Telecom Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3(b), all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger Closing is consummated.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Harveys Casino Resorts), Stock Purchase Agreement (Harrahs Entertainment Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.35.7, all fees and expenses incurred in connection with the Merger, this Agreement and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Republic Group Inc), Agreement and Plan of Merger (Republic Group Inc)
Fees and Expenses. (a) Except as expressly set forth in this Section 7.39.3, all 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 or expenses, whether or not the Offer or the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Shire PLC), Agreement and Plan of Merger (Viropharma Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.39.3, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, cost or expense whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Tca Cable Tv Inc), Agreement and Plan of Merger (Cox Communications Inc /De/)
Fees and Expenses. (a) Except as set forth in Section 7.10 and this Section 7.39.03, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Watson Pharmaceuticals Inc), Agreement and Plan of Merger (Schein Pharmaceutical Inc)
Fees and Expenses. (a) Except as set forth provided below in this Section 7.37.5 and in Section 7.12(b), all fees and expenses incurred in connection with the Merger, this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (CDW Corp), Agreement and Plan of Merger (Servicemaster Co)
Fees and Expenses. (a) Except as set forth in this Section 7.37.3 and in Section 7.4, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Buffets Holdings, Inc.), Agreement and Plan of Merger (Ryans Restaurant Group Inc)
Fees and Expenses. (a) Except as set forth in Section 8.2 and this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such expenses, fees and expenses whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Superior Financial Corp /Ar/), Agreement and Plan of Merger (Gold Banc Corp Inc)
Fees and Expenses. (a) Except as set forth provided in this Section 7.37.3 and Section 7.6, regardless of whether the Merger is consummated, all fees costs and expenses incurred by a party hereto in connection with this Agreement and the transactions contemplated hereby hereby, including, without limitation, the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party incurring such costs and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Scotsman Industries Inc), Agreement and Plan of Merger (Kysor Industrial Corp /Mi/)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, (i) all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether if the Merger is not consummated, or not (ii) if the Merger is consummated, then the Surviving Corporation shall pay all such fees and expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Canandaigua B V), Agreement and Plan of Merger (Ravenswood Winery Inc)
Fees and Expenses. (a) Except as set forth provided in this Section 7.36.4, whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby hereby, including the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party incurring such costs and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Total Control Products Inc), Agreement and Plan of Merger (Harris Corp /De/)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SRAX, Inc.), Agreement and Plan of Merger (Boston Therapeutics, Inc.)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.39.3, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such expenses, cost or expense whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Airborne Inc /De/), Agreement and Plan of Merger (Diagnostic Products Corp)
Fees and Expenses. (a) Except as otherwise set forth in this Section 7.39.04, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Centro Properties LTD), Agreement and Plan of Merger (New Plan Excel Realty Trust Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3Agreement, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the transactions contemplated hereby other Contemplated Transactions shall be paid by the party incurring such fees or expenses, whether or not the Merger is consummated. Further, except as explicitly provided for in this Section 11.3, no payment made pursuant to this Section 11.3 shall preclude the party receiving such payment from asserting or enforcing any claim against the party making such payment, or any other Person, arising out of or relating in any way to this Agreement or the transactions contemplated herein.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Midland States Bancorp, Inc.), Agreement and Plan of Merger (Midland States Bancorp, Inc.)
Fees and Expenses. (a) Except as set forth in Section 6.6(c) or in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement Agreement, the Shareholder Agreement, the Merger and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Vital Signs Inc), Agreement and Plan of Merger (General Electric Co)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cornerstone BioPharma Holdings, Inc.), Agreement and Plan of Merger (Critical Therapeutics Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party Party incurring such fees or expenses, whether or not the Merger is Mergers are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Parsley Energy, Inc.), Agreement and Plan of Merger (Pioneer Natural Resources Co)
Fees and Expenses. (a) Except as set forth in this clauses (b) and (c) below or Section 7.311.8, whether or not the Merger is consummated, all fees costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be the exclusive obligation of, and shall be paid by by, the party incurring such expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Koo Koo Roo Inc/De), Agreement and Plan of Merger (Family Restaurants)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees and expenses, whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (E Piphany Inc), Agreement and Plan of Merger (Ssa Global Technologies, Inc)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.39.3, all fees and expenses incurred in connection with this Agreement Agreement, the Mergers, the Asset Transfers and the other transactions contemplated hereby shall be paid by the party Party incurring such fees or expenses, whether or not the Merger is Mergers and the Asset Transfers are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Industrial Property Trust Inc.), Agreement and Plan of Merger (Prologis, L.P.)
Fees and Expenses. (a) Except as set forth in Section 8.2, above, and this Section 7.38.3, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such expenses, fees and expenses whether or not the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Gold Banc Corp Inc), Agreement and Plan of Merger (Marshall & Ilsley Corp/Wi/)
Fees and Expenses. (a) Except as set forth in this Section 7.38.03, all fees and expenses Expenses (as defined below) incurred in connection with this Agreement Agreement, the Offer and the transactions contemplated hereby Merger shall be paid by the party incurring such expenses, whether or not the Offer, the Merger or any other transaction is consummated.. "
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Pure World Inc), Agreement and Plan of Merger (Naturex S.A.)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, (i) if the Merger is not consummated, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether ; or not (ii) if the Merger is consummated, then the Surviving Corporation shall pay all such fees and expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Adesa Inc), Agreement and Plan of Merger (Adesa California, LLC)
Fees and Expenses. (a) a. Except as set forth in this Section 7.38.03, all 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 expenses, whether or not the Merger or any other transaction is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Athenahealth Inc), Agreement and Plan of Merger (Epocrates Inc)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3 or as otherwise expressly provided in this Agreement, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees and expenses, whether or not the Offer or the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Blue Apron Holdings, Inc.), Agreement and Plan of Merger (Houghton Mifflin Harcourt Co)
Fees and Expenses. (a) Except as set forth otherwise provided in this Section 7.38.3, all fees and expenses incurred in connection with this Agreement Agreement, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party Party incurring such fees or expenses, whether or not the Merger is or any of the other transactions contemplated by this Agreement are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Winner Medical Group Inc), Agreement and Plan of Merger (China TransInfo Technology Corp.)
Fees and Expenses. (a) Except as set forth in this Section 7.38.3, (i) if the Merger is not consummated, all fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such expenses, whether or not (ii) if the Merger is consummated, then the Surviving Corporation shall pay all such fees and expenses.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Marketwatch Inc), Agreement and Plan of Merger (Dow Jones & Co Inc)
Fees and Expenses. (a) Except as set forth provided below in this Section 7.37.08, all fees and expenses incurred in connection with the Offer, the Merger, this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Offer or the Merger is consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Ebv Electronics Inc), Agreement and Plan of Merger (Wyle Electronics)
Fees and Expenses. (a) Except as set forth otherwise provided in Section 5.7(b)(i) or this Section 7.3, all fees and expenses incurred in connection with this Agreement Agreement, the Mergers and the other transactions contemplated hereby shall be paid by the party incurring such fees or expenses, whether or not the Merger is Mergers are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (InfraREIT, Inc.)
