Common use of Fees and Expenses Clause in Contracts

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 166 contracts

Samples: Share Exchange Agreement (Traqiq, Inc.), Share Exchange Agreement (Artistry Publications Inc), Asset Acquisition Agreement (HDS International Corp.)

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Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feeseach Party, costs or expensesas incurred respectively.

Appears in 38 contracts

Samples: Share Exchange Agreement (Kairos Pharma, LTD.), Share Exchange Agreement (Aqua Power Systems Inc.), Share Exchange Agreement (Homie Recipes, Inc.)

Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementSection, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.

Appears in 26 contracts

Samples: Agreement and Plan of Merger (Carescience Inc), Agreement and Plan of Merger (Rogue Wave Software Inc /Or/), Agreement and Plan of Merger (Boston Restaurant Associates Inc)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party Party incurring such fees, costs or and expenses.

Appears in 25 contracts

Samples: Master Prepaid Lease (Crown Castle International Corp), Master Lease Agreement (American Tower Corp /Ma/), Master Prepaid Lease (At&t Inc.)

Fees and Expenses. Except as otherwise expressly provided in contemplated by this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 22 contracts

Samples: Standstill Agreement (Financial Edge Fund L P), Separation Agreement and General Release (Commerce Energy Group, Inc.), Voting and Standstill Agreement (Commerce Energy Group, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 18 contracts

Samples: Asset Purchase Agreement (Skyworks Solutions, Inc.), Agreement and Plan of Merger (Mellanox Technologies, Ltd.), Agreement and Plan of Merger (Integral Systems Inc /Md/)

Fees and Expenses. Except as otherwise expressly specifically provided to the contrary in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 18 contracts

Samples: Agreement and Plan of Merger (Newhall Land & Farming Co /Ca/), Agreement and Plan of Merger (LNR Property Corp), Securities Purchase Agreement (Softech Inc)

Fees and Expenses. (a) Except as otherwise expressly provided in this Agreementparagraph (b) below, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.

Appears in 15 contracts

Samples: Acquisition Agreement (Vodafone Americas Bv), Share Purchase Agreement and Plan of Merger (Outsourcing Solutions Inc), 5 Agreement and Plan of Merger (Raymond Corp)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement, including the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party Party incurring such fees, costs fees or expenses.

Appears in 13 contracts

Samples: Contribution Agreement (Susser Petroleum Partners LP), Implementation Agreement, Contribution Agreement (Energy Transfer Partners, L.P.)

Fees and Expenses. (a) Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.

Appears in 12 contracts

Samples: Agreement and Plan of Merger (DSP Group Inc /De/), Agreement and Plan of Merger (Alaska Communications Systems Group Inc), Amended and Restated Agreement and Plan of Merger (Alaska Communications Systems Group Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expensesexcept as specifically provided to the contrary in this Agreement.

Appears in 12 contracts

Samples: Stock Purchase Agreement (Oplink Communications Inc), Stock Purchase and Sale Agreement (Nptest Holding Corp), Asset Purchase Agreement (Odetics Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal fees and other feesexpenses, costs including fees and expenses of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Brigham Exploration Co), Securities Purchase Agreement (Brigham Exploration Co), Securities Purchase Agreement (Brigham Exploration Co)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expenses.except as specifically provided to the contrary in this Agreement and except as follows:

Appears in 10 contracts

Samples: Stock Purchase Agreement (Openwave Systems Inc), Share Purchase and Contribution Agreement (Paradigm Ltd.), Asset Purchase Agreement (Educate Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting and other fees, costs and expenses of a party hereto incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Enterprise GP Holdings L.P.), Contribution Agreement (Magellan Midstream Holdings Lp), Ete Common Unit Purchase Agreement (Williams Randa Duncan)

Fees and Expenses. Except as otherwise expressly provided specifically set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party Party incurring such fees, costs or and expenses.

Appears in 9 contracts

Samples: Master Lease Agreement (T-Mobile US, Inc.), Sale Site Master Lease Agreement (Crown Castle International Corp), Master Prepaid Lease (Crown Castle International Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred by any of the parties hereto in connection with this Agreement and or any of the transactions contemplated hereby shall be borne and paid solely by the party incurring such fees, costs or fees and expenses.

Appears in 8 contracts

Samples: Stock Purchase Agreement (Nab Asset Corp), Stock Purchase Agreement (Janal LTD Partnership), Agreement and Plan of Merger (Cavco Industries Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting, financial advisory and other fees, costs and expenses of a Party incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.

Appears in 8 contracts

Samples: Membership Interest Purchase and Sale Agreement (Alamo Energy Corp.), Purchase Agreement, Purchase Agreement (Vanguard Natural Resources, LLC)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 8 contracts

Samples: Put Agreement, Share Exchange Agreement (Coeur Mining, Inc.), Note Purchase Agreement (Clean Energy Fuels Corp.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or and expenses.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Envestnet, Inc.), Stock Purchase Agreement (PPG Industries Inc), Stock Purchase Agreement (Sherwin Williams Co)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs fees or expenses.

Appears in 7 contracts

Samples: Director Nomination Agreement (Applied Minerals, Inc.), Series a Agreement (Applied Minerals, Inc.), Director Nomination Agreement (Applied Minerals, Inc.)

Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementAgreement or as otherwise agreed to by the parties hereto in writing, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses, whether or not the transactions contemplated by this Agreement are consummated.

Appears in 7 contracts

Samples: Subscription and Exchange Agreement (Group Maintenance America Corp), Securities Purchase Agreement (Boss Investment LLC), Subscription and Exchange Agreement (Boss Investment LLC)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.

Appears in 7 contracts

Samples: Share Purchase Agreement (Hanwha Solar Holdings Co., Ltd.), Share Purchase Agreement (Fulai Investments Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal fees and other feesexpenses, costs including fees and expenses incurred in connection with the preparation, execution, and delivery of this Agreement and the transactions contemplated hereby herein, shall be paid by the party incurring such fees, costs fee or expensesexpense.

Appears in 7 contracts

Samples: Subscription Agreement (Athene Holding LTD), Subscription Agreement (International Tower Hill Mines LTD), Subscription Agreement (Athene Holding LTD)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.

Appears in 7 contracts

Samples: Share Exchange Agreement (Sino Payments, Inc.), Merger Agreement (Continental Alloy Wheel Corp), Second Amended And (Incoming,Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, each party to this Agreement shall bear and pay all legal and other fees, costs and expenses (including legal fees, accounting fees and investment banking fees) that have been incurred or that are incurred by or on behalf of such party in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesContemplated Transactions.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Quest Software Inc), Agreement and Plan of Merger (Acquicor Technology Inc), Agreement and Plan of Merger (Conexant Systems Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein and therein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the other Transaction Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 6 contracts

Samples: Investors Rights Agreement (Loop Industries, Inc.), Investor Agreement (Bloom Energy Corp), Securities Purchase Agreement (Bloom Energy Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses (including but not limited to taxes) incurred in connection with this Agreement and the transactions other transaction documents contemplated hereby hereunder shall be borne and paid by the party Party incurring such feesfee, costs cost or expensesexpense.

Appears in 6 contracts

Samples: Purchase and Sale Agreement (Shah Capital Management), Purchase and Sale Agreement (Tonghao (Cayman) LTD), Purchase and Sale Agreement (Tonghao (Cayman) LTD)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be the responsibility of and shall be paid by the party incurring such fees, costs fees or expenses, whether or not the transactions contemplated by this Agreement are consummated.

Appears in 6 contracts

Samples: Agreement (Methode Electronics Inc), Voting Agreement (Mondavi Robert Corp), Voting Agreement (Mondavi Robert Corp / De)

Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.

Appears in 6 contracts

Samples: Stock Purchase Agreement (Noah Education Holdings Ltd.), Equity Purchase Agreement (Vyant Bio, Inc.), Agreement and Plan of Merger (Nice Systems LTD)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (ExlService Holdings, Inc.), Securities Purchase Agreement (Neustar Inc), Stock Purchase Agreement (Forterra, Inc.)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement Agreement, the Ancillary Documents and the transactions contemplated hereby and thereby, including the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party Party incurring such fees, costs fees or expenses.

Appears in 5 contracts

Samples: Business Combination Agreement (Digital Health Acquisition Corp.), Business Combination Agreement (Digital Health Acquisition Corp.), Business Combination Agreement (Digital Health Acquisition Corp.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs cost or expensesexpense.

Appears in 5 contracts

Samples: Agreement (Dice Holdings, Inc.), Agreement and Plan of Merger (Remark Media, Inc.), Agreement and Plan of Merger (Remark Media, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs fees or expenses, whether or not the Transactions are consummated.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Dynamex Inc), Agreement and Plan of Merger (Graham Holdings Co), Agreement and Plan of Merger (Dynamex Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses.

Appears in 4 contracts

Samples: Voting Agreement (Reliant Holdings, Inc.), Shareholders Agreement (Michael Kors Holdings LTD), Voting and Lock Up Agreement (Michael Kors Holdings LTD)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expenses.except as specifically provided to the contrary in this Agreement and except as provided in Section 8.2(b) and as follows:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Mining Services International Corp/), Asset Purchase Agreement (Mining Services International Corp/), Asset Purchase Agreement (Mining Services International Corp/)

Fees and Expenses. Except as otherwise expressly specifically provided in this herein and subject to the Purchase Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement herewith and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 4 contracts

Samples: Voting Agreement (Nitromed Inc), Voting Agreement (Nitromed Inc), Voting Agreement (Exabyte Corp /De/)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions transaction contemplated hereby by this Agreement shall be the responsibility of and shall be paid by the party incurring such fees, costs fees or expenses, whether or not the transaction contemplated by this Agreement is consummated.

Appears in 4 contracts

Samples: Stock Purchase and Sale Agreement (Liberty Oilfield Services Inc.), Stock Purchase and Sale Agreement (Kellogg Co), Stock Purchase and Sale Agreement (Phillips 66)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with the preparation and negotiation of this Agreement and the consummation of the transactions contemplated hereby by this Agreement shall be paid by the party Party or Parties, as applicable, incurring such fees, costs or expenses.

Appears in 4 contracts

Samples: Investment Agreement (Yum China Holdings, Inc.), Investment Agreement (Yum Brands Inc), Investment Agreement (Yum China Holdings, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feescosts and expenses, costs whether or expensesnot the transactions contemplated hereby are consummated.

Appears in 4 contracts

Samples: Contribution Agreement, Contribution Agreement (Blush Acquisition Corp), Stockholders Support Agreement (Bare Escentuals Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting and other fees, costs and expenses of a party hereto incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses; provided, however, that the Seller shall be solely responsible for all legal, accounting and other fees, costs and expenses incurred by the Seller and the Company and the Subsidiaries of the Company.

Appears in 4 contracts

Samples: Purchase Agreement (Enterprise Products Operating L P), Purchase Agreement (Enterprise Products Operating L P), Purchase Agreement (Williams Companies Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement Agreement, the Offer, the Merger and the other transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses, whether or not any of the Transactions are consummated.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Dollar Thrifty Automotive Group Inc), Agreement and Plan of Merger, Agreement and Plan of Merger

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, whether the transactions contemplated by this Agreement are or are not consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs or and expenses.

Appears in 4 contracts

Samples: Master Transaction Agreement (PACIFIC GAS & ELECTRIC Co), Management Agreement (T-Mobile US, Inc.), Management Agreement (Crown Castle International Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such feescost or expense; provided that the Company shall pay all out-of-pocket costs and expenses of the Institutional Shareholders, costs including the reasonable fees and expenses of counsel, incurred in connection with the preparation of this Agreement, or expensesany amendment or waiver hereof, and the transactions contemplated hereby and all matters related hereto.

Appears in 4 contracts

Samples: Shareholders Agreement (Ntelos Holdings Corp), Shareholders Agreement (Ntelos Holdings Corp), Shareholders Agreement (Ntelos Holdings Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, each party hereto shall pay all legal and other fees, costs of the fees and expenses incurred by it in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesand thereby.

Appears in 3 contracts

Samples: Purchase Agreement (American Skiing Co /Me), Purchase Agreement (American Skiing Co /Me), Stock Purchase and Merger Agreement (American Skiing Co /Me)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby Transactions shall be paid by the party Party incurring such fees, costs fees or expenses, whether or not the Transactions are consummated.

Appears in 3 contracts

Samples: Investment Agreement (Applied Minerals, Inc.), Investment Agreement (Applied Minerals, Inc.), Investment Agreement (Applied Minerals, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this AgreementAll legal, all legal accounting and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 3 contracts

Samples: Share Purchase Agreement (Endurance Specialty Holdings LTD), Share Purchase Agreement (Endurance Specialty Holdings LTD), Share Purchase Agreement (Endurance Specialty Holdings LTD)

Fees and Expenses. Except as otherwise expressly provided otherwise in this Agreement, all legal and other fees, costs and expenses expenses, including fees and disbursements of counsel, financial advisers and accountants, incurred in connection with this Agreement Agreement, the sale of the Purchased Assets and the transactions contemplated hereby Ancillary Agreements shall be paid by the party Party incurring such fees, costs or expenses.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Star Equity Holdings, Inc.), Escrow Agreement (Steel Excel Inc.), Asset Purchase Agreement (Quest Resource Holding Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such feesexpenses, costs or expensesfees, including without limitation the fees and expenses of any investment banks, attorneys, accountants, or other experts or advisors retained by such party.

Appears in 3 contracts

Samples: Stock Exchange Agreement (IR-Med, Inc.), Stock Exchange Agreement (Sipup Corp), Investment Agreement (World Health Energy Holdings, Inc.)

Fees and Expenses. Except as otherwise expressly provided in herein, each party to this Agreement, Agreement shall bear and pay all legal and other fees, costs and expenses (including all legal fees and accounting fees) that have been incurred or that are incurred by such party in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenseshereby.

Appears in 3 contracts

Samples: And Facilities Agreement, Sharing and Facilities Agreement, And Facilities Agreement

Fees and Expenses. Except as otherwise expressly specifically provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 3 contracts

Samples: Earnout Agreement (Cantel Medical Corp), Earnout Agreement (Alcoa Inc), Earnout Agreement

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Contemplated Transactions shall be paid by the party incurring such fees, costs or fees and expenses.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Merrimack Pharmaceuticals Inc), Asset Purchase Agreement (Merrimack Pharmaceuticals Inc), Asset Purchase Agreement (Elevation Oncology, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesexpenses except as otherwise provided for herein.

Appears in 3 contracts

Samples: Letter Agreement (Adelphia Communications Corp), Letter Agreement (Comcast Corp), Letter Agreement (Time Warner Inc)

Fees and Expenses. (a) Except as otherwise expressly provided in contemplated by this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Toy Biz Inc), Agreement and Plan of Merger (Manville Corp), Agreement and Plan of Merger (Refac Technology Development Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal fees and other feesexpenses, costs including fees and expenses of counsel, financial advisors and accountants incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense by or on the date hereof.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Key Energy Group Inc), Stock Purchase Agreement (Key Energy Group Inc), Stock Purchase Agreement (Key Energy Group Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Big Rock Partners Sponsor, LLC), Agreement and Plan of Merger (BRAC Lending Group LLC), Agreement and Plan of Merger (Big Rock Partners Acquisition Corp.)

Fees and Expenses. (a) Except as otherwise expressly provided in this AgreementAgreement or as agreed upon by the parties hereto, all legal fees and other feesexpense, costs including fees and expenses of counsel, incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Aroc Inc), Purchase and Sale Agreement (Aroc Inc), Purchase and Sale Agreement (Aroc Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred by a party hereto in connection with this Agreement and the transactions contemplated hereby shall be paid and borne by the party incurring such fees, costs or expensesparty.

Appears in 3 contracts

Samples: Shareholder Agreement (Watsco Inc), Shareholder Agreement (Watsco Inc), Shareholder Agreement (Watsco Inc)

Fees and Expenses. Except as otherwise expressly provided set forth in this AgreementAgreement with respect to the Transaction Costs, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (InsPro Technologies Corp), Agreement and Plan of Merger (Majesco), Agreement and Plan of Merger (Majesco)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or and expenses.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Trintech Group PLC), Purchase Agreement (Trintech Group PLC), Nomination and Shareholder’s Agreement (Armstrong World Industries Inc)

Fees and Expenses. Except as to the extent otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs expenses whether or expensesnot the transactions contemplated by this Agreement are consummated.

Appears in 3 contracts

Samples: Equity Interest Purchase Agreement (American International Holdings Corp.), Equity Interest Purchase Agreement (South American Properties, Inc.), Equity Interest Purchase Agreement (Zenergy Brands, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.)

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Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesexpense.

Appears in 2 contracts

Samples: Agreement of Sale and Purchase (Ameritrade Holding Corp), Agreement of Sale and Purchase (Ameritrade Holding Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Ancillary Agreements and the transactions contemplated hereby and thereby shall be paid by the party Party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 2 contracts

Samples: Assignment of Lease and Festival Rights (Origo Acquisition Corp), Assignment of Lease and Festival Rights (Hightimes Holding Corp.)

Fees and Expenses. Except as otherwise expressly provided in this AgreementAgreement and the Notes, each party to this Agreement shall bear and pay all legal and other fees, costs and expenses that have been incurred or that are incurred by such party in connection with the transactions contemplated by this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expensesNotes.

Appears in 2 contracts

Samples: Convertible Note Subscription Agreement (ZKH Group LTD), Agreement (ZKH Group LTD)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with incident to negotiation, preparation and performance of this Agreement and the transactions contemplated hereby shall be paid by the party incurring such costs and expenses, including, without limitation, fees, costs or expensesexpenses and disbursements of their respective financial advisors, accountants and counsel.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (TC Power Management Corp.), Agreement and Plan of Merger (Corporate Road Show Dot Com Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreementset forth herein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party Party incurring such fees, costs or expenses.and expenses.‌

Appears in 2 contracts

Samples: 1: Agreement, Agreement and Plan of Acquisition

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fee or expensesexpense.

Appears in 2 contracts

Samples: Stock Purchase Agreement (TMBR Sharp Drilling Inc), Stock Purchase Agreement (Carrington Laboratories Inc /Tx/)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Termination Agreement (SyntheMed, Inc.), Termination Agreement (SyntheMed, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid borne by the party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Offer Agreement (Danaher Corp /De/), Transaction Agreement (Danaher Corp /De/)

Fees and Expenses. Except as otherwise expressly provided in this Agreementstated to the contrary herein, all legal and other feescosts, costs fees and expenses incurred in connection with the Purchase, this Agreement (including all instruments and agreements prepared and delivered in connection herewith), and the transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Incentra Solutions, Inc.), Agreement and Plan of Merger (Incentra Solutions, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs All fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring or required to incur such fees, costs fees or expenses, except as otherwise explicitly set forth in this Agreement.

Appears in 2 contracts

Samples: Voting Agreement (LDB 2014 LLC), Voting Agreement (Rowan Marc J)

Fees and Expenses. Except as otherwise expressly specifically provided to the ----------------- contrary in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Voting Agreement (Mediaplex Inc), Voting Agreement (Mediaplex Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transaction shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Bancorp, Inc.), Asset Purchase Agreement (Fremont General Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred by any of the parties hereto in connection with this Agreement and or the Merger or the other transactions contemplated hereby shall be borne and paid solely by the party incurring such fees, costs or fees and expenses.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Janal LTD Partnership), Agreement and Plan of Merger (Cavco Industries Inc)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement herewith and the transactions contemplated hereby shall be paid by the party incurring Party incurring, or required to incur, such feesfees and expenses, costs whether or expensesnot the Offer or the Merger is consummated.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Celera CORP), Agreement and Plan of Merger (Quest Diagnostics Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal legal, accounting and other fees, costs and expenses incurred in connection with the preparation of this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Medicor LTD), Stock Purchase Agreement (Medicor LTD)

Fees and Expenses. Except Whether or not this Agreement and the transactions contemplated hereby are consummated, and except as otherwise expressly provided in this Agreementset forth herein, including with respect to Transaction Expenses, all legal and other fees, costs and expenses (including legal and financial advisory fees and expenses) incurred in connection with with, or in anticipation of, this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Sonus Pharmaceuticals Inc), Stock Purchase Agreement (Sonus Pharmaceuticals Inc)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other feescosts, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement, including the fees and disbursements of Representatives, shall be paid by the party Party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/), Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement Agreement, the Offer, the Merger and the transactions other Transactions contemplated hereby by this Agreement shall be paid by the party incurring such fees, costs fees or expenses, whether or not any of the Transactions are consummated.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Cascade Corp), Agreement and Plan of Merger (Cascade Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein to the contrary, all legal and other fees, costs fees and expenses incurred by the parties in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Merger Agreement (800america Com Inc), Merger Agreement and Plan (800america Com Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein and therein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the Purchase Agreement and the transactions contemplated hereby and thereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 2 contracts

Samples: Investor Agreement (Plug Power Inc), Letter Agreement (Plug Power Inc)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses, whether or not the transactions contemplated hereby are consummated.

Appears in 2 contracts

Samples: Transaction Agreement (Schneider Electric Sa), Transaction Agreement (Telvent Git S A)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party Party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Medallion Financial Corp), Asset Purchase Agreement (Medallion Financial Corp)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall will be paid by the party Party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Shareholder Agreement (Hanwha Solar Holdings Co., Ltd.), Shareholder Agreement (Solarfun Power Holdings Co., Ltd.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Servicing Purchase Agreement (TMST, Inc.), Servicing Purchase Agreement (TMST, Inc.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby including, without limitation, the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party incurring such fees, costs or and expenses.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Team Inc), Asset Purchase Agreement (Philip Services Corp/De)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement Agreement, the other Acquisition Agreements and the transactions contemplated hereby and thereby shall be paid by the party Party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Oatly Group AB), Asset Purchase Agreement (Blue Apron Holdings, Inc.)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, including the treatment of Purchaser Transaction Expenses and Seller Transaction Expenses, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and Agreement, the transactions contemplated hereby Transactions or otherwise shall be paid by the party Party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Business Combination Agreement (Alternus Clean Energy, Inc.), Business Combination Agreement (Clean Earth Acquisitions Corp.)

Fees and Expenses. Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs fees and expenses incurred in connection with or related to this Agreement and the transactions contemplated hereby shall will be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions contemplated hereby are consummated.

Appears in 2 contracts

Samples: Business Combination Agreement and Plan of Reorganization (Phoenix Biotech Acquisition Corp.), Company Stockholder Support Agreement (Phoenix Biotech Acquisition Corp.)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, all legal and other fees, All costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby consummation of the Transactions shall be paid by the party incurring such feesexpenses, costs or expensesexcept as otherwise specifically provided in this Agreement.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Hybrid Fuels Inc), Stock Sale Agreement (Merisel Inc /De/)

Fees and Expenses. (a) Except as otherwise expressly provided in this Agreementherein, all legal and other fees, costs and expenses incurred in connection with this Agreement Agreement, including, without limitation, attorneys' and accounting fees and expenses and investment bankers' fees (collectively, the transactions contemplated hereby "Transaction Costs") shall be paid by the party incurring such fees, costs cost or expensesexpense whether or not the Transactions are consummated.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Omnipoint Corp \De\), Agreement and Plan of Merger (East West Communications Inc)

Fees and Expenses. Except as otherwise expressly provided in this Agreement, whether or not the Transactions are consummated, all legal and other fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid borne by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Real Property Asset Purchase Agreement (MPT Operating Partnership, L.P.), Real Property Asset Purchase Agreement (IASIS Healthcare LLC)

Fees and Expenses. Except as otherwise expressly provided set forth in this AgreementAgreement (including with respect to Transaction Expenses), all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses., whether or not the transactions contemplated hereby are consummated. 7.5

Appears in 2 contracts

Samples: Agreement and Plan of Mergers (Oddity Tech LTD), Agreement and Plan of Mergers (Oddity Tech LTD)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Catalyst Biosciences, Inc.), Support Agreement (NeuroBo Pharmaceuticals, Inc.)

Fees and Expenses. Except as otherwise expressly provided contemplated in this Agreement, whether or not this Agreement and the transactions contemplated hereby are consummated, all legal and other fees, costs and expenses (including legal and financial advisory fees and expenses) incurred in connection with with, in anticipation of, or in the enforcement of, this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Shareholders Agreement (Fahnestock Viner Holdings Inc), Stakeholders Agreement (Fahnestock Viner Holdings Inc)

Fees and Expenses. Except as otherwise expressly provided set forth in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby by this Agreement, including, without limitation, the fees and disbursements of counsel, financial advisors and accountants, shall be paid by the party Party incurring such fees, costs fees or expenses.

Appears in 2 contracts

Samples: Purchase Agreement (Phillips Van Heusen Corp /De/), Purchase Agreement (Tommy Hilfiger Holding Sarl)

Fees and Expenses. Except as otherwise expressly specifically provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs expenses whether or expensesnot the Transactions are consummated.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Cantel Medical Corp), Share Purchase Agreement (Alcoa Inc)

Fees and Expenses. Except as specifically provided otherwise expressly provided in this Agreement, all legal and other fees, costs fees and expenses incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the party incurring such fees, costs fees or expenses, whether or not such transactions are consummated.

Appears in 2 contracts

Samples: Share and Asset Purchase Agreement (Home Loan Servicing Solutions, Ltd.), Share and Asset Purchase Agreement (New Residential Investment Corp.)

Fees and Expenses. (a) Except as otherwise expressly provided in contemplated by this Agreement, all legal and other fees, costs and expenses incurred in connection with this Agreement and the consummation of the transactions contemplated hereby shall be paid by the party incurring such fees, costs or expenses.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Argonaut Group Inc), Agreement and Plan of Merger (Huntsman Polymers Corp)

Fees and Expenses. Except as explicitly provided otherwise expressly provided in this Agreement, whether or not the Transactions are consummated, all legal and other fees, costs and expenses (including those payable to Representatives) incurred by any party to this Agreement or on its behalf in connection with this Agreement and the transactions contemplated hereby Transactions (“Expenses”) shall be paid by the party incurring such fees, costs or expensesthose Expenses.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Boulder Brands, Inc.), Agreement and Plan of Merger (Pinnacle Foods Inc.)

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