Purchaser Expenses definition

Purchaser Expenses has the meaning set forth in Section 10.5 hereof.

Purchaser Expenses is defined in Section 1.1.

Purchaser Expenses means the amount of Purchaser’s actual, documented, out-of-pocket fees and expenses incurred in connection with Purchaser’s confirmatory due diligence and legal documentation associated with the negotiation and execution of this Agreement, provided that in no event shall Purchaser Expenses exceed $250,000.

Examples of Purchaser Expenses in a sentence

• Asset Purchaser Revenue Priority of Payments:The obligations of the Asset Purchaser in respect of the IC Loans will rank subordinated to the obligations of the Asset Purchaser to pay the Asset Purchaser Expenses and amounts due under the Asset Purchaser Swap Agreement as set forth in the applicable Asset Purchaser Revenue Priority of Payments.

• Holiday decorations may be placed within two weeks before a holiday and shall be removed within two weeks after the holiday, other than Christmas decorations, which may be placed as early as the preceding Thanksgiving and removed within two weeks after New Year’s Day.

• The Seller is authorized to satisfy the Purchaser Expenses pursuant to the terms and conditions set forth in the Binance US Purchase Agreement and subject to the review and approval of the Court for reasonableness.

• Upon the initial draw of the Loan, the Company shall deliver or cause to be delivered to Purchaser, by wire transfer of immediately available funds in Dollars, (a) a fee equal to seventy-five one-hundredths of one percent (0.75%) of the committed amount under the Loan (the “Arrangement Fee”), minus (b) the Reimbursed Purchaser Expenses, minus (c) the Loan Procurement Expenses.

• Upon the initial draw of the Loan, the Company shall deliver or cause to be delivered to Purchaser, by wire transfer of immediately available funds in Dollars, (a) a fee equal to seventy-five one-hundredths of one percent (0.75%) of the committed amount under the Loan (the "Arrangement Fee"), minus (b) the Reimbursed Purchaser Expenses, minus (c) the Loan Procurement Expenses.

More Definitions of Purchaser Expenses

Purchaser Expenses has the meaning ascribed to such term in Section 6.03(d).

Purchaser Expenses means all legal and out-of-pocket expense incurred by the Purchaser or its agents in connection with the transactions contemplated by this Agreement, in an amount not to exceed $35,000.00 in the aggregate, including all fees and expenses of Kramer Levin Naftalis & Frankel LLP, counsel to the Purchaser, incuxxxx xx xxxxxxxxxx xxth xxx Xxxnsaction Documents.

Purchaser Expenses means Purchaser's reasonable out of pocket expenses (including but not limited to reasonable financial advisor's account's or attorney's fees and expenses and filing fees, including without limitation those paid in connection with filings under the HSR Act) incurred in connection with the negotiation and/or performance of this Agreement and its due diligence investigation of the Company in connection with this Agreement; provided, however, that Purchaser Expenses reimbursable under this Agreement shall in no case exceed in aggregate amount the Maximum Purchaser Expenses.

Purchaser Expenses means (i) all out of pocket expenses and fees of counsel, accountants, experts and consultants to Oyster and Pearl and their respective stockholders and Affiliates actually incurred or accrued by any of them or on their behalf in connection with the transactions contemplated by this Agreement and the Ancillary Agreements, including, without limitation, the financing thereof and including fees and expenses payable to all banks, investment banking firms, other financial institutions, and other persons and their respective agents and counsel, for arranging, committing to provide or providing any financing for, or structuring the transactions contemplated by this Agreement and the Ancillary Agreements, and (ii) all fees and expenses actually incurred or accrued by banks, investment banking firms, other financial institutions and other persons, and for which Oyster and Pearl and their respective stockholders and Affiliates are liable in connection with the negotiation, preparation, execution and performance of this Agreement, the structuring and financing of the transactions contemplated by this Agreement and the Ancillary Agreements, and any financing commitments or agreements relating thereto.

Purchaser Expenses are all audit fees and expenses, costs, and expenses (including reasonable attorneys’ fees and expenses) incurred by Agent or any Purchaser in connection with this Agreement, the Transaction Documents, any other document or agreement described in or related to this Agreement, and the transactions contemplated by this Agreement and the other Transaction Documents, including, without limitation, all such costs, expenses and fees: (a) incurred in connection with the preparation, negotiation, execution, delivery, amendment, administration, performance, collection, defense and enforcement of the Transaction Documents and the Indebtedness arising thereunder (including, without limitation, those incurred in connection with appeals or Insolvency Proceedings); (b) incurred in connection with the creation, perfection, protection, satisfaction, foreclosure, or enforcement of any security interest granted under the Transaction Document (including, without limitation, those incurred in connection with appeals or Insolvency Proceedings); (c) incurred in connection with the preparation and submission of all antitrust and competition related filings (including, without limitation, any filings required to be submitted under the HSR Act); and (d) otherwise incurred with respect to the Company.

Purchaser Expenses means all of Purchaser's actual and reasonable out-of-pocket expenses incurred in connection with the transactions contemplated in this Agreement, including in connection with preparing and negotiating this Agreement, carrying out its due diligence of the Company, the Subsidiaries and the Business, the Company's assets and liabilities, and costs of any financing of the transactions contemplated hereby (including, without limitation, in connection with each of the foregoing, regulatory filing fees, commitment fees, due diligence costs, title and survey costs, reasonable attorneys', accounting, appraisal, engineering, investment banking and any other professional fees and expenses) but not to exceed the sum of $5 million

Purchaser Expenses means all out-of-pocket costs and expenses incurred by Purchaser, or on behalf of Purchaser or its Affiliates, in connection with this Agreement and the transactions contemplated hereby (including all out-of-pocket fees and expenses of outside counsel, outside accountants, investment bankers, outside financing sources, hedging counterparties, outside experts and outside consultants).