Placement Agent’s Fees. Except as set forth on Schedule 2.12, no brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons engaged by Purchaser) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Amacore Group, Inc.), Securities Purchase Agreement (Amacore Group, Inc.), Securities Purchase Agreement (Amacore Group, Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.123.11, no brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons Persons engaged by Purchaserthe Purchaser or any of its affiliates) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, reasonable attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Net TALK.COM, Inc.), Securities Purchase Agreement (OptimizeRx Corp), Securities Purchase Agreement (Net TALK.COM, Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.12, no No brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons Persons engaged by Purchaserthe Purchaser or any of its affiliates) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, reasonable attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 4 contracts
Samples: Securities Purchase Agreement (OptimizeRx Corp), Securities Purchase Agreement (MDwerks, Inc.), Securities Purchase Agreement (Andover Medical, Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.12, no No brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons engaged by Purchaser) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Amacore Group, Inc.), Securities Purchase and Exchange Agreement (Amacore Group, Inc.), Securities Purchase Agreement (Amacore Group, Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.12, no No brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company any Borrower or any of its affiliatesSubsidiary. The Company agrees Borrowers agree that it they shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons Persons engaged by Purchaserthe Lender or any of its affiliates) relating to or arising out of the transactions contemplated hereby. The Company Borrowers shall pay, and hold the Purchaser Lender harmless against, any liability, loss or expense (including, without limitation, reasonable attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 2 contracts
Samples: Loan and Securities Purchase Agreement (MDwerks, Inc.), Loan and Securities Purchase Agreement (MDwerks, Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.12, no No brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons Persons engaged by PurchaserVicis or any of its affiliates) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser Vicis harmless against, any liability, loss or expense (including, without limitation, reasonable attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 2 contracts
Samples: Securities Purchase and Loan Conversion Agreement (Brookside Technology Holdings, Corp.), Securities Purchase and Loan Conversion Agreement (Brookside Technology Holdings, Corp.)
Placement Agent’s Fees. Except as set forth on Schedule 2.123.12, no brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons engaged by Purchaser) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 2 contracts
Samples: Security Agreement (Medical Solutions Management Inc.), Securities Purchase and Exchange Agreement (Medical Solutions Management Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.128(w), no brokerage or finder’s 's fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement the Agreements based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s 's fees, financial advisory fees, or brokers’ ' commissions (other than for persons engaged by Purchaser) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, attorney’s 's fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.;
Appears in 2 contracts
Samples: United States Subscription Agreement (Polymet Mining Corp), Subscription Agreement (Polymet Mining Corp)
Placement Agent’s Fees. Except as set forth on Schedule 2.12, no No brokerage or finder’s 's fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s 's fees, financial advisory fees, or brokers’ ' commissions (other than for persons Persons engaged by either Purchaser) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser Purchasers harmless against, any liability, loss or expense (including, without limitation, attorney’s 's fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 1 contract
Samples: Securities Purchase and Exchange Agreement (Medical Solutions Management Inc.)
Placement Agent’s Fees. Except as set forth on Schedule 2.123.11, no brokerage or finder’s fee or commission are or will be payable to any Person with respect to the transactions contemplated by this Agreement based upon arrangements made by the Company or any of its affiliates. The Company agrees that it shall be responsible for the payment of any placement agent’s fees, financial advisory fees, or brokers’ commissions (other than for persons Persons engaged by the Purchaser) relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Purchaser harmless against, any liability, loss or expense (including, without limitation, reasonable attorney’s fees and out-of-pocket expenses) arising in connection with any claim for any such fees or commissions.
Appears in 1 contract