Company Closing Costs means all of the fees, expenses and other payments (including compensatory payments) incurred by the Company in connection with the transactions contemplated by this Agreement and the Ancillary Agreements (on its own behalf and on behalf of the Seller), including, without limitation, any fees and expenses owed to Xxxxxxx Xxxx & Xxxxx LLP, Credit Suisse Securities (USA) LLC, UBS Securities, LLC, Xxxxxx X. Xxxxx & Co. Inc., Transworld Capital Group, Ltd. any Management Agreement Termination Fee, $1,200,000, representing 75% of the aggregate premium payable with respect to the Buyer’s Insurance Policy for the entire term of such policy, and such other costs as are set forth on Section 11.01(c) of the Company Disclosure Schedules.
Company Closing Costs means all of the fees, expenses and other payments (including compensatory payments) incurred by the Company in connection with the transactions contemplated by this Agreement and the Ancillary Agreements (on its own behalf and on behalf of the Seller), including, without limitation, any fees and expenses owed to Schulte Roth & Zabel LLP, Credit Suisse Securities (USA) LLC, UBS Securities, LLC, Robert
Company Closing Costs means all fees, costs and expenses for any legal, accounting, reorganization, restructuring (including bankruptcy administrative expenses), brokerage or similar fees or expenses incurred by the Company that are in connection with, resulting from or attributable to the transactions contemplated by this Agreement, the Chapter 11 Case or otherwise and all change of control payments due by the Company to any Person under any plan, agreement or arrangement of the Company, which liability, in each case, is payable or becomes due as a result of the consummation of the transactions contemplated hereby, including all Taxes which are payable by the Company in connection with the payment of such liability.
Examples of Company Closing Costs in a sentence
There are no claims for brokerage commissions, finders’ fees or other similar compensation in connection with the transactions contemplated by this Agreement based on any arrangement or agreement made by or on behalf of the Seller, except for the fees and expenses of Credit Suisse Securities (USA) LLC and UBS Securities LLC, which shall be paid by the Seller at Closing and included within the Company Closing Costs.
The Capital Contribution shall be reduced by and amount equal to fifty percent (50%) of the Title Company Closing Costs.
Inland Affiliate shall pay for fifty percent (50%) of the Title Company Closing Costs and one hundred percent (100%) of the title insurance costs and charges associated with the closing of a loan by Subsidiary secured by a lien on the Property and all other due diligence costs and expenses of Inland Affiliate.
Company Closing Costs shall not exceed $800,000 in the aggregate.
Stockholders’ Agent covenants on behalf of the Stockholders that it shall pay the fees and expenses of XxXxxxx Xxxxxxxx LLC and Xxxxxxx, Xxxxxxxx & Xxxxxxx LLP, if any, arising out of the transactions contemplated by this Agreement, except to the extent not included in the Company Closing Costs.
More Definitions of Company Closing Costs
Company Closing Costs means (i) any and all costs and expenses of the Company or its Affiliates incurred prior to the Effective Time in connection with, or as a result of or related to, the sale process with respect to the Company and the negotiation, preparation, execution and closing of the transactions contemplated hereby, including, but not limited to, the fees and expenses of all professional advisors, investment bankers, brokers, accountants, attorneys, consultants, engineers and representatives of the Company or its Affiliates and (ii) the amount of any Additional Transaction Bonuses; provided, however, any Special Costs shall not be deemed to be, or included in the calculation of, Company Closing Costs.
Company Closing Costs. See See Section 11.4 hereof.
Company Closing Costs shall have the meaning given such term in the preamble to this Agreement.
Company Closing Costs means any and all costs and expenses of the Company or its affiliates incurred in connection with, or as a result of or related to, the sale process with respect to the Company (including due diligence related activities), the negotiation, preparation, execution and closing of this Agreement and the transactions contemplated hereby, including, but not limited to, (i) the fees and expenses of all professional advisors, investment bankers, brokers, accountants, attorneys, consultants, engineers, representatives (including fees or expenses payable to any Stockholder of the Company (including the fees payable described on SCHEDULE 4.20)), employees of the Company and (ii) all management bonus and similar payments required to be made as a result of the consummation of the transactions pursuant hereto, including all Senior Management Incentive Bonus payments required pursuant to the Key Executive Employment Agreements and all payments required under the Success Bonus Letters; PROVIDED, HOWEVER, Company Closing Costs shall not include any Special Costs.
Company Closing Costs means all fees, costs and expenses (including all fees and expenses of the Company’s legal, accounting and other professional advisors) that are directly related to the transactions contemplated by this Agreement to the extent incurred by the Company, including (a) all payments required to obtain third party consents and expense incurred by the Company in connection with transactions contemplated thereby and (b) all change of control payments due by the Company to any Person under any plan, agreement or arrangement of the Company, which liability, in each case, is payable or becomes due as a result of the consummation of the transactions contemplated hereby (including any Severance Payments), including all Taxes which are payable by the Company in connection with the payment of such liability.
Company Closing Costs means any and all costs and expenses of the Company and the Company Subsidiaries incurred prior to the Closing in connection with, or as a result of or related to, the sale of the Interests and the negotiation, preparation, execution and closing of the transactions contemplated hereby, including, but not limited to, the fees and expenses of all professional advisors (including those described in Section 3.21), investment bankers, brokers, accountants, attorneys, consultants, engineers and representatives of the Company and the Company Subsidiaries and any costs of terminating employment agreements (other than the Transaction Bonuses), provided, however, any HPT Reimbursable Costs or Reimbursable Costs shall not be deemed to be, or included in the calculation of, Company Closing Costs.
Company Closing Costs means (i) any and all costs and expenses of the Company or its Affiliates incurred prior to the Effective Time in connection with, or as a result of or related to, the sale process with respect to the Company and the negotiation, preparation, execution and closing of the transactions contemplated hereby, including, but not limited to, the fees and expenses of all professional advisors, investment bankers, brokers, accountants, attorneys, consultants, engineers and representatives of the Company or its Affiliates and (ii) the amount of any Additional Transaction Bonuses; PROVIDED, HOWEVER, any Special Costs shall not be deemed to be, or included in the calculation of, Company Closing Costs.