Fees for Termination. If Purchaser or Seller terminates this Agreement pursuant to Section 10.1(b) by reason of the failure of the other party to comply with any covenant in this Agreement for which such other party is responsible, and the terminating party has complied with all covenants and satisfied all closing conditions contained in Article 9 for which the terminating party is responsible, then the non-terminating party shall promptly pay the terminating party for all of the terminating party’s out-of-pocket costs and expenses associated with the Transaction.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Pc Tel Inc), Asset Purchase Agreement (Smith Micro Software Inc)
Fees for Termination. If Purchaser Buyer or Seller terminates this Agreement pursuant to Section 10.1(b7.1(b) by reason of the failure of the other party to comply with any covenant in this Agreement for which such other party is responsible, and the terminating party has complied with all covenants and satisfied all closing conditions contained in Article 9 6 for which the terminating party is responsible, then the non-terminating party shall promptly pay the terminating party for all of the terminating party’s reasonable out-of-pocket costs and expenses associated with the Transaction, not to exceed USD $100,000.
Appears in 1 contract
Samples: Share Purchase Agreement (Smith Micro Software Inc)
Fees for Termination. If Purchaser Buyer or Seller Sellers terminates this Agreement pursuant to Section 10.1(b7.1(b) by reason of the failure of the other party to comply with any covenant in this Agreement for which such other party is responsible, and the terminating party has complied with all covenants and satisfied all closing conditions contained in Article 9 6 for which the terminating party is responsible, then the non-terminating party shall promptly pay the terminating party for all of the terminating party’s reasonable out-of-pocket costs and expenses associated with the Transaction, not to exceed USD $100,000.
Appears in 1 contract
Samples: Share Purchase Agreement (Smith Micro Software Inc)