Common use of Responsibility and Costs Clause in Contracts

Responsibility and Costs. Whether the Transaction is consummated or not, all fees, expenses and out-of-pocket costs, including, without limitation, fees and disbursements of counsel, financial advisors and accountants, incurred by the parties hereto shall be borne solely and entirely by the party that has incurred such costs and expenses, unless the failure to consummate the Transaction constitutes a breach of the terms hereof, in which event the breaching party shall be responsible for all costs of all parties hereto.

Responsibility and Costs. Whether the Transaction Acquisition is consummated or not, all fees, expenses and out-of-pocket costscosts and expenses, including, without limitation, fees and disbursements of counsel, financial advisors and accountants, incurred by the parties hereto shall be borne solely and paid (immediately prior to Closing in the event the transactions contemplated by this Agreement are consummated) entirely by the party that has incurred such costs and expenses, unless the failure to consummate the Transaction Acquisition constitutes a breach of the terms hereof, in which event the breaching party shall be responsible for all costs of all parties heretohereto provided.