Common use of Payment of Expenses and Liabilities Clause in Contracts

Payment of Expenses and Liabilities. The Company shall pay, at or prior to the Closing, the Closing Date Company Transaction Expense Amount and the Closing Date Stockholder Liability Amount. Each of the Persons set forth on Schedule 4.6(a) shall execute a written acknowledgment, in a form reasonably acceptable to Parent, (the “Company Acknowledgements of Payment and Release”): (i) of the total amount of fees, costs and expenses of any nature that is payable or was paid to such Person (and, if payable or paid in connection with this Agreement and any of the transactions contemplated by this Agreement, such amount shall include a reasonable amount for the fees and expenses that such Person expects to incur following the Closing); and (ii) that, other than the amounts described in clause “(i)” above, it is not (and will not be) owed any other amount by the Company in excess of $15,000. Each of the Persons set forth on Schedule 4.6(b) shall execute a written acknowledgment, in a form reasonably acceptable to the Company, (the “Parent Acknowledgements of Payment and Release”): (i) of the total amount of fees, costs and expenses of any nature that is payable or was paid to such Person (and, if payable or paid in connection with this Agreement and any of the transactions contemplated by this Agreement, such amount shall include a reasonable amount for the fees and expenses that such Person expects to incur following the Closing); and (ii) that, other than the amounts described in clause “(i)” above, it is not (and will not be) owed any other Closing Date Parent Transaction Expense Amount by Parent in excess of $15,000.