Jefferies’ Fees and Expenses Sample Clauses

Jefferies’ Fees and Expenses. As compensation for Jefferies’ services hereunder as Placement Agent and Closing Agent, the Company and the Guarantors hereby agree, jointly and severally, to pay Jefferies on the Closing Date (as defined below), a placement fee equal to $100,000 (the “Fee”). The Fees will be non-refundable and payable by wire transfer in same-day funds on the Closing Date to the account or accounts designated to the Company in writing by Jefferies. In addition to the Fees, the Company and each Guarantor agree, jointly and severally, to reimburse Jefferies for its reasonable and documented out-of-pocket expenses, including the fees and expenses of its counsel, and to pay for all other expenses incurred by Jefferies in connection with the Placement and all other costs and expenses incident to the performance of the obligations of the Company and the Guarantors under this Agreement, including but not limited to printing expenses, travel expenses, trustee expenses, postage, facsimile and telephone charges, whether or not the Placement is closed or this Agreement expires or is terminated for any reason.
Sample 1
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Jefferies’ Fees and Expenses. As compensation for Jefferies’ services hereunder as Placement Agent and Closing Agent, the Company and the Guarantors hereby agree, jointly and severally, to pay Jefferies (i) on the Closing Date (as defined below), a placement fee equal to 50 basis points of the gross proceeds from the sale of the Securities (the “Initial Placement Fee”) and (ii) so long as any of the Notes remain outstanding, on each of the first and second anniversary of the Closing Date (each an “Additional Payment Date”), a fee equal to 50 basis points of the gross proceeds from the sale of the Securities on the Closing Date (each, an “Additional Fee”, and the Additional Fees, together with the Initial Placement Fee, the “Fees”). The Fees will be non-refundable and payable by wire transfer in same-day funds on the Closing Date or the Additional Payment Date, as applicable, to the account or accounts designated to the Company in writing by Jefferies. In addition to the Fees, the Company and each Guarantor agree, jointly and severally, to reimburse Jefferies for its reasonable and documented out-of-pocket expenses, including the fees and expenses of its counsel, and to pay for all other expenses incurred by Jefferies in connection with the Placement and all other costs and expenses incident to the performance of the obligations of the Company and the Guarantors under this Agreement, including but not limited to printing expenses, travel expenses, trustee expenses, postage, facsimile and telephone charges, whether or not the Placement is closed or this Agreement expires or is terminated for any reason.
Sample 1

Related to Jefferies’ Fees and Expenses

  • Legal Fees and Expenses The parties shall each bear their own expenses, legal fees and other fees incurred in connection with this Agreement.

  • Costs, Fees and Expenses Except as otherwise specifically provided herein, each party hereto agrees to pay all costs, fees and expenses which it has incurred in connection with or incidental to the matters contained in this Agreement, including without limitation any fees and disbursements to its accountants and counsel; provided, that the Assuming Institution shall pay all fees, costs and expenses (other than attorneys’ fees incurred by the Receiver) incurred in connection with the transfer to it of any Assets or Liabilities Assumed hereunder or in accordance herewith.

  • Payment of Fees and Expenses Borrower shall have paid to Lender all fees, charges, and other expenses which are then due and payable as specified in this Agreement or any Related Document.

  • Other Fees and Expenses Borrower shall pay to Agent, for its own account, all charges for returned items and all other bank charges incurred by Agent, as well as Agent's standard wire transfer charges for each wire transfer made under this Agreement.

  • Consulting Fees and Expenses The Company shall pay to the Consultant a consulting fee of Twenty Thousand ($20,000.00) Dollars per month (the "Consulting Fee").

  • Transfer Fees and Expenses The Transferor and Transferee of any Units or other interest in the Company shall be jointly and severally obligated to reimburse the Company for all reasonable expenses (including attorneys’ fees and expenses) of any Transfer or proposed Transfer, whether or not consummated.

  • Certain Fees and Expenses (a) Provided that the Fund is not in material breach of its obligations under this Agreement, if the Merger is not consummated for failure of the condition to Closing contained in Section 7.1(f) to be satisfied and, as a result of such failure, CNLRP is obligated to pay the Company a break-up fee pursuant to the terms of the CNLRP Merger Agreement, the Company shall pay to the Fund as follows: (i) if the Fund has waived the condition to Closing contained in Section 7.1(f) and elected to proceed with the Merger, the Company shall pay to the Fund an amount equal to $8,000,000, multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration; and (ii) if the Fund has not waived the condition to Closing contained in Section 7.1(f) and the Merger is not consummated, the Company shall pay to the Fund an amount equal to $5,000,000, multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration.

  • Directors’ Fees and Expenses All compensation of directors, other than those affiliated with the Manager, and all expenses incurred in connection with their service;

  • Trustee's Fees and Expenses The Trustee, as compensation for its activities hereunder, shall be entitled to withdraw from the Distribution Account on each Distribution Date an amount equal to the Trustee Fee for such Distribution Date. The Trustee and any director, officer, employee or agent of the Trustee shall be indemnified by the Master Servicer and held harmless against any loss, liability or expense (including reasonable attorney's fees) (i) incurred in connection with any claim or legal action relating to (a) this Agreement, (b) the Certificates or (c) in connection with the performance of any of the Trustee's duties hereunder, other than any loss, liability or expense incurred by reason of willful misfeasance, bad faith or negligence in the performance of any of the Trustee's duties hereunder or incurred by reason of any action of the Trustee taken at the direction of the Certificateholders and (ii) resulting from any error in any tax or information return prepared by the Master Servicer. Such indemnity shall survive the termination of this Agreement or the resignation or removal of the Trustee hereunder. Without limiting the foregoing, the Master Servicer covenants and agrees, except as otherwise agreed upon in writing by the Depositor and the Trustee, and except for any such expense, disbursement or advance as may arise from the Trustee's negligence, bad faith or willful misconduct, to pay or reimburse the Trustee, for all reasonable expenses, disbursements and advances incurred or made by the Trustee in accordance with any of the provisions of this Agreement with respect to: (A) the reasonable compensation and the expenses and disbursements of its counsel not associated with the closing of the issuance of the Certificates, (B) the reasonable compensation, expenses and disbursements of any accountant, engineer or appraiser that is not regularly employed by the Trustee, to the extent that the Trustee must engage such persons to perform acts or services hereunder and (C) printing and engraving expenses in connection with preparing any Definitive Certificates. Except as otherwise provided herein, the Trustee shall not be entitled to payment or reimbursement for any routine ongoing expenses incurred by the Trustee in the ordinary course of its duties as Trustee, Registrar, Tax Matters Person or Paying Agent hereunder or for any other expenses.

  • Fees and Expenses Except as expressly set forth in the Transaction Documents to the contrary, each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement. The Company shall pay all Transfer Agent fees (including, without limitation, any fees required for same-day processing of any instruction letter delivered by the Company and any exercise notice delivered by a Purchaser), stamp taxes and other taxes and duties levied in connection with the delivery of any Securities to the Purchasers.

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