Common use of Breach of Representations, Warranties or Covenants Clause in Contracts

Breach of Representations, Warranties or Covenants. then VAALCO (or, at VAALCO’s direction, AcquireCo) shall reimburse TransGlobe for all reasonable and documented out-of-pocket expenses (up to an aggregate maximum of $2,000,000) incurred by TransGlobe subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by TransGlobe, by wire transfer in immediately available funds (i) if VAALCO terminates the Agreement, concurrently with such termination and (ii) if TransGlobe terminates this Agreement, within two Business Days following such termination; provided that in no event shall VAALCO or AcquireCo be required to pay under Section 7.3, on the one hand, and this Section 7.4(c), on the other hand, in aggregate, an amount in excess of the VAALCO Termination Fee.

Breach of Representations, Warranties or Covenants. then VAALCO (or, at VAALCO’s direction, AcquireCo) shall reimburse TransGlobe for all reasonable and documented out-of-of- pocket expenses (up to an aggregate maximum of $2,000,000) incurred by TransGlobe subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by TransGlobe, by wire transfer in immediately available funds (i) if VAALCO terminates the Agreement, concurrently with such termination and (ii) if TransGlobe terminates this Agreement, within two Business Days following such termination; provided that in no event shall VAALCO or AcquireCo be required to pay under Section 7.3, on the one hand, and this Section 7.4(c), on the other hand, in aggregate, an amount in excess of the VAALCO Termination Fee.

Breach of Representations, Warranties or Covenants. then TransGlobe shall reimburse VAALCO (or, at VAALCO’s direction, AcquireCo) shall reimburse TransGlobe for all reasonable and documented out-of-of- pocket expenses (up to an aggregate maximum of $2,000,000) incurred by TransGlobe VAALCO and AcquireCo subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by TransGlobeVAALCO and AcquireCo, by wire transfer in immediately available funds (i) if VAALCO TransGlobe terminates the Agreement, concurrently with such termination and (ii) if TransGlobe VAALCO terminates this Agreement, within two Business Days following such termination; provided that in no event shall VAALCO or AcquireCo TransGlobe be required to pay under Section 7.3, on the one hand, and this Section 7.4(c7.4(b), on the other hand, in aggregate, an amount in excess of the VAALCO TransGlobe Termination Fee.

Breach of Representations, Warranties or Covenants. then TransGlobe shall reimburse VAALCO (or, at VAALCO’s direction, AcquireCo) shall reimburse TransGlobe for all reasonable and documented out-of-pocket expenses (up to an aggregate maximum of $2,000,000) incurred by TransGlobe VAALCO and AcquireCo subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by TransGlobeVAALCO and AcquireCo, by wire transfer in immediately available funds (i) if VAALCO TransGlobe terminates the Agreement, concurrently with such termination and (ii) if TransGlobe VAALCO terminates this Agreement, within two Business Days following such termination; provided that in no event shall VAALCO or AcquireCo TransGlobe be required to pay under Section 7.3, on the one hand, and this Section 7.4(c7.4(b), on the other hand, in aggregate, an amount in excess of the VAALCO TransGlobe Termination Fee.