Reimbursement of Transaction Expenses. The Investor shall promptly inform the Company of the aggregate amount of Transaction Expenses incurred through the Initial Closing (the “Initial Closing Transaction Expenses”), and shall provide documentation, reasonably satisfactory to the Company, of such Initial Closing Transaction Expenses. Within three Business Days after receipt of such documentation, the Company shall reimburse the Investor, by wire transfer of immediately available funds, in an amount equal to the aggregate amount of Initial Closing Transaction Expenses, which shall not exceed $900,000.
Reimbursement of Transaction Expenses. If this Agreement is terminated pursuant to Section 7.01(a) or, if the condition set forth in Section 6.01(a) has then been satisfied, by Buyer pursuant to Section 7.01(b)(ii), then ABI shall reimburse Buyer as promptly as practicable (but in any event no later than the third Business Day following such termination), by wire transfer of immediately available funds, for the Transaction Expenses, except to the extent that the principal cause of such termination shall have been the failure of Buyer to perform in all material respects its obligations hereunder or consummate the transactions contemplated by this Agreement.
Reimbursement of Transaction Expenses. Lebanon Mutual agrees to pay to MTS on the Effective Date the sum of $2,400,000 to reimburse and compensate MTS for (i) the payment of the Transaction Expenses and (ii) assuming the risk related to the payment of all Transaction Expenses in the event the Conversion and the Offerings are not consummated. Lebanon Mutual agrees that if Lebanon Mutual terminates this Agreement or otherwise abandons the Plan of Conversion for any reason other than pursuant to Section 8.1, Section 8.2 or Section 8.3, then Lebanon Mutual will reimburse MTS for all Transaction Expenses incurred by MTS to the date that Lebanon Mutual notifies MTS in writing that Lebanon Mutual is terminating this Agreement or otherwise abandoning the Plan of Conversion.
Reimbursement of Transaction Expenses. The Wize Subsidiaries, and to the extent applicable, Wize, shall be reimbursed (or shall reimburse itself) for all Transaction Expenses incurred thereby from the LO2A Consideration (or, in the case of the Post-Closing LO2A Investment of up to US$300,000, from its own resources); provided, however, that the Wize Subsidiaries and, to the extent applicable, Wize shall provide the Holders’ Representative with a report including all Transaction Expenses to be reimbursed or offset (with copies of invoices and reasonable explanation of the nature of each expense).
Reimbursement of Transaction Expenses. The Companies will promptly reimburse Employee for all attorneys’ fees and costs incurred by Employee in connection with the negotiation and drafting of this Agreement and any related agreements, including the Stock Option Agreements and the CA Purchase Documents.
Reimbursement of Transaction Expenses. If this Agreement shall terminate and the transactions contemplated hereby shall not be consummated, each of the Contributing Parties shall, within 10 business days following date of the receipt of the Transaction Expense Accounting, make such payments to the Holding Company and/or the other Contributing Party as set forth in the Transaction Expense Accounting in accordance with its respective Transaction Expense Share (it being understood and agreed that the obligations of each of the Contributing Parties to pay its Transaction Expense Share in respect of Transaction Expenses under this Section 3.3 shall survive the termination of this Agreement).
Reimbursement of Transaction Expenses. Bioblast shall be reimbursed (or shall reimburse itself) for all Transaction Expenses incurred by Bioblast from: (x) funds in the possession of Bioblast immediately before the Closing Date, and (y) funds to be withheld, offset or otherwise retained by Bioblast in accordance with Section 2.5(a), provided, however, that Bioblast shall provide the Holders’ Representative with a report including all Transaction Expenses to be reimbursed (with copies of invoices and reasonable explanation of the nature of each expense) and provide the Holders’ Representative a reasonable opportunity to contest any of such expenses in advance of actual reimbursement thereof.
Reimbursement of Transaction Expenses. All transaction expenses (excluding expenses for travel by the Sellers) of the Companies or the Sellers either charged or chargeable against net income through the Closing Date will reimbursed to the Companies by the Sellers prior to or at the Closing. If the actual amount of such transaction expenses for such period is subsequently found to differ from the amount reimbursed to the Companies by the Sellers, the Companies will promptly reimburse the Sellers for the difference (if the actual amount is less than the amount reimbursed) or the Sellers will promptly reimburse the Companies for the difference (if the actual amount is greater than the amount reimbursed). All such transaction expenses arising after November 30, 1997, and not paid by the Companies (and thus subject to the reimbursement provisions of the preceding sentences of this Section) shall be paid directly by the Sellers, or, if any of the Companies is required (contractually or otherwise) to pay such amount, such Company will promptly be reimbursed by the Sellers for such amount so paid by it.
Reimbursement of Transaction Expenses. Parent, Skynet and PSP may each submit to Holdco invoices for the reimbursement thereto of any Transaction Expenses incurred by such party (whether incurred before or after the Telesat Closing), not paid directly by Holdco as provided in Section 3.1(b) above. Such invoices shall be promptly paid by Holdco upon its review and approval thereof, which approval, in any case, shall not be unreasonably withheld, delayed or conditioned. Holdco shall also repay as of the Telesat Closing any and all promissory notes issued by Holdco to Parent and PSP to fund the payment by Parent and PSP of Transaction Expenses prior to the Telesat Closing.
Reimbursement of Transaction Expenses. (a) On the First Closing Date, the Obligors shall pay to the Collateral Agent, for distribution to the First Closing Investors for reimbursement, as applicable, an amount equal to (i) the total reasonable costs and expenses incurred by Collateral Agent, the Investors and their Affiliates in connection with the First Closing, including, without limitation, all reasonable legal and due diligence costs, up to a maximum of Three Hundred Thousand Dollars ($300,000) (“Expense Cap”), less (ii) One Hundred Thousand Dollars ($100,000) paid by the Company to the Collateral Agent, for distribution to the First Closing Investors for reimbursement, as applicable, upon the execution of the Summary of Terms on October 21, 2020 by such parties (“Expense Deposit”) (which, if any, shall be referred to as the “First Closing Excess Expenses”). Notwithstanding anything to the contrary contained herein and for the avoidance of doubt, the Expense Deposit paid by the Company to the Collateral Agent in clause (ii) above is non-refundable (and neither the Collateral Agent nor any Investors shall have any obligation to return any of the $100,000 to either Obligor) regardless of whether or not the transactions contemplated hereby are consummated or any sale of Notes occurs pursuant to this Agreement.
