Common use of Fees and Expenses Clause in Contracts

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees (including, without limitation, any fees required for same-day processing of any instruction letter delivered by the Company and any conversion or exercise notice delivered by a Purchaser), stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees (including, without limitation, any fees required for same-day processing of any instruction letter delivered by the Company and any exercise notice delivered by a Purchaser), stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the any Warrant Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesInvestors.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesInvestor.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement and the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with consummation of the sale and purchase of the SharesSecurities.

Fees and Expenses. Each party shall will pay the fees and ----------------- expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall will pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Shares to the SharesPurchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Shares to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisersadvisors, counsel, accountants and other experts, if any, and all other expenses expenses, incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, provided, however, that the Transaction Documents. The Company shall pay all stamp (i) $10,000 of non-accountable fees and other taxes and duties levied expenses in connection with the sale due diligence, preparation, negotiation, execution and delivery of this Agreement, the SharesNote and the transactions contemplated thereunder and (ii) the costs of any amendments, modifications or waivers of this Agreement, the Note or any other Transaction Document.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Sharestransactions contemplated hereby, if any.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the Purchasers. The Company agrees to pay counsel to certain of the SharesPurchasers the amount of $1,500.00 (“Legal Fees”), incurred in connection with the preparation, execution and delivery of the Transaction Documents and Closing.

Fees and Expenses. Each party shall pay the fees and expenses of its respective advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesInvestors.

Fees and Expenses. Each party shall pay the fees and expenses of its own advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesSecurities, if any.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesUnits.

Fees and Expenses. Each Unless otherwise provided herein or in the Transaction Documents, each party shall pay all the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement and the Transaction DocumentsDocuments and the consummation of the transactions contemplated hereby and thereby. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees (including, without limitation, any fees required for same-day processing of any instruction letter delivered by the Company and any conversion or exercise notice delivered by a Purchaser), stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale issuance of the Shares.

Fees and Expenses. Each party shall pay the all fees and expenses incurred by such party, including, but not limited to fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees (including, without limitation, any fees required for same-day processing of any instruction letter delivered by the Company and any exercise notice delivered by Purchaser), stamp taxes and other taxes and duties levied in connection with the sale delivery of the Sharesany Shares to Purchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisersadvisors, counsel, accountants and other experts, if any, and all other expenses expenses, incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, provided, however, that the Transaction Documents. The Company shall pay all stamp reasonable attorneys’ fees and other taxes and duties levied expenses incurred by the Holder in connection with the sale preparation, negotiation, execution and delivery of the Sharesthis Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its own advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Issuable Shares, if any.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance and/or transfer of the SharesShares as contemplated by the Transaction Documents.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the Sharesany Securities to Purchaser.

Fees and Expenses. Each Except as set forth in Article 3 hereof, each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesShares pursuant hereto.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Shares to the SharesPurchaser.

Fees and Expenses. Each party Party shall pay the fees and expenses of its advisersadvisors, counsel, accountants and other experts, if any, and all other expenses expenses, incurred by such party Party incident to the negotiation, preparation, execution, delivery and performance of this Note; provided however, the Transaction Documents. The Company Borrower shall pay all stamp reasonable fees and other taxes and duties levied expenses incurred by the Holder in connection with the sale enforcement of the Sharesthis Note, including, without limitation, all reasonable attorneys' fees and expenses.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the Sharesany securities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale issuance of any Securities or the Sharesexecution thereof.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the any Warrant Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance and/or transfer of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale and issuance of the Sharestheir applicable Securities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay this Note Purchase Agreement and all stamp and other taxes and duties levied in connection with the sale of the Sharesdocuments contemplated herein.

Fees and Expenses. Each party shall pay the fees and expenses of its advisersadvisors, counsel, accountants and other experts, if any, and all other expenses expenses, incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, provided, however, that the Transaction Documents. The Company shall pay all stamp reasonable attorneys’ fees and other taxes expenses (exclusive of disbursements and duties levied out-of-pocket expenses) incurred by the Holder in connection with the sale preparation, negotiation, execution and delivery of this Agreement and the SharesCertificate of Designation.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, except that the Transaction DocumentsCompany shall pay or reimburse at the Closing all reasonable costs and expenses incurred or to be incurred by the Purchaser up to a maximum of $35,000 in connection therewith. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the Acquired Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, except as otherwise agreed in writing; provided that the Transaction Documents. The Company shall pay all stamp the fees and other taxes and duties levied expenses of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, P.C., counsel to Principal, in connection with the sale negotiation, preparation, execution, delivery and performance of this Agreement and the Sharesother Transaction Documents.

Fees and Expenses. Each party shall will pay the fees ----------------- and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall will pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall will pay the fees and ----------------- expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall will pay all any stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, except the Company shall pay $1,000 towards the Purchasers’ legal fees in preparation of the Transaction Documents. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the SharesShares to the Purchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, except as set forth in the Transaction DocumentsRegistration Rights Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesShares pursuant hereto. The Purchaser shall be responsible for the Purchaser's own tax liability that may arise as a result of the investment hereunder or the transactions contemplated by this Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Common Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesShares and the Warrants.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all of its transfer agent fees (including, without limitation, any fees required for processing of any instruction letter delivered by the Company), stamp taxes and other taxes and duties levied in connection with the sale delivery of any Shares to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, except that the Transaction DocumentsCompany shall pay $5,000.00 to Purchaser Counsel for its representation of the Purchasers. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesPurchasers.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Note and the Consideration Shares. The foregoing shall not be construed to limit any other provisions of the Transaction Documents regarding indemnification and costs and expenses to be paid by the Company Parties.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.Transaction

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale issuance of the SharesSecurities.

Fees and Expenses. Each party shall be responsible to pay the fees ----------------- and expenses of its advisers, counsel, accountants accountants, auditors and other expertsexperts and or professionals, if any, and all other expenses incurred by such either party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company Purchaser shall pay all filing fees, edgarizing fees, stamp and other taxes and duties levied in connection with the sale issuance and registration of the SharesSecurities, if a registration statement is necessary.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesShares pursuant hereto. The Purchasers shall be responsible for their own respective tax liability that may arise as a result of the investment hereunder or the transactions contemplated by this Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its own advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Preferred Shares, if any.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale issuance of any Securities including fees associated with filling the SharesRegistration Statement.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the SharesCommon Stock to the Investor.

Fees and Expenses. Each party Investor and the Company shall pay the any fees and expenses of its such party’s own advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesSecurities under this Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp taxes and other taxes and duties levied in connection with the sale and issuance of the Sharestheir applicable Common Stock.

Fees and Expenses. Each party The Company shall pay the fees and expenses of its adviserseach Party’s advisors, counsel, accountants and other experts, if any, and all other expenses expenses, incurred by such each party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Sharesthis Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement; provided, however, the Company will pay at the Closing for the reasonable and documented legal fees and expenses of Cxxxxxx Xxxxxx Jxxxxx Xxxx, P.A. incurred in connection with its role as counsel to the Purchaser in the transactions contemplated by the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesDebentures pursuant hereto. The Purchaser shall be responsible for its own tax liability that may arise as a result of the investment hereunder or the transactions contemplated by this Agreement.

Fees and Expenses. Each Except as set forth in Section 3.1(i), each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its own advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares, if any.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Purchase Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery delivery, and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesNote.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement and the other Transaction Documents. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale and issuance of the Ordinary Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale and issuance of the SharesSecurities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesShares and Warrants.

Fees and Expenses. Each party Party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party Party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisersadvisors, counsel, accountants and other experts, if any, and all other expenses expenses, incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesNotes.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees (including, without limitation, any fees required for same-day processing of any instruction letter delivered by the Company and any exercise notice delivered by the Purchaser), stamp taxes and other taxes and duties levied in connection with the sale delivery of the SharesShares to the Purchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. Notwithstanding the foregoing, the Company shall pay the fees of one counsel for Investors in an amount not to exceed $25,000. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Securities to the SharesSubscriber.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the SharesStock to the Purchaser.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company Borrower shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party Party shall pay the fees and expenses of its own advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party Party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the SharesShares to Purchaser.

Fees and Expenses. Each party shall will pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall will pay all any stamp and other taxes and duties levied in connection with the sale of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement . The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the SharesUnits.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesShares pursuant hereto. Each Purchaser shall be responsible for its own respective tax liability that may arise as a result of the investment hereunder or the transactions contemplated by this Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documentsthis Agreement. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the Sharesany Securities.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents; provided, however, that the Company shall, upon and subject to the First Closing, pay the reasonable fees and expenses of Xxxxxxxxx for legal and other fees and expenses incurred in connection with the transaction contemplated hereby. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the Shares.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement and the other Transaction Documents. The Company Corporation shall pay all Transfer Agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of any Offered Shares to the SharesManager or to any Subscriber.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of this Agreement, except as set forth in the Transaction DocumentsRegistration Rights Agreement. The Company shall pay all stamp and other taxes and duties levied in connection with the sale issuance of the SharesShares pursuant hereto. Each Purchaser shall be responsible for its own tax liability that may arise as a result of the investment hereunder or the transactions contemplated by this Agreement.

Fees and Expenses. Each party shall pay the fees and expenses of its respective advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The ; provided, however, that the Company shall pay all stamp and other taxes and duties levied reimburse the Investors as a group for their reasonable expenses incurred in connection with the sale Offering up to an aggregate amount of the Shares$25,000.

Fees and Expenses. Each party shall pay the fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all transfer agent fees, stamp taxes and other taxes and duties levied in connection with the sale delivery of the Sharesany Securities.

Fees and Expenses. Each party shall pay the all fees and expenses incurred by such party, including, but not limited to fees and expenses of its advisers, counsel, accountants and other experts, if any, and all other expenses incurred by such party incident to the negotiation, preparation, execution, delivery and performance of the Transaction Documents. The Company shall pay all stamp and other taxes and duties levied in connection with the sale of the Shares.