Common use of Payments Under Agreement Clause in Contracts

Payments Under Agreement. Each party hereto agrees that all amounts required to be paid hereunder will be paid in United States currency and, except as otherwise expressly set forth in this Agreement, without discount, rebate or reduction and subject to no counterclaim or offset, on the dates specified herein (with time being of the essence). In the event any Legal Proceeding is commenced or threatened by any Person (the "Claiming Party") to enforce its rights under this Agreement against any other Person (the "Defending Party"), if the Defending Party is the prevailing party in such Legal Proceeding, all fees, costs and expenses, including reasonable attorneys' fees and court costs, incurred by the Defending Party in such Legal Proceeding will be reimbursed by the Claiming Party; provided that if the Defending Party prevails in part, and loses in part, in such Legal Proceeding, the court, arbitrator or other adjudicator presiding over such Legal Proceeding will award a reimbursement of the fees, costs and expenses incurred by the Defending Party on an equitable basis. For purposes hereof, and without limitation, the Defending Party will be deemed to have prevailed in any Legal Proceeding described in the immediately preceding sentence if the Claiming Party commences or threatens any such Legal Proceeding and (a) such underlying claim(s) are subsequently dropped, voluntarily dismissed or voluntarily reduced and/or (b) the Defending Party defeats any such claim(s).

Payments Under Agreement. Each party hereto Party agrees that all amounts required to be paid hereunder will be paid in United States currency and, except as otherwise expressly set forth in this Agreement, without discount, rebate or reduction and subject to no counterclaim or offset, on the dates specified herein (with time being of the essence). In the event any Legal Proceeding is commenced or threatened by any Person (the "“Claiming Party"”) to enforce its rights under this Agreement against any other Person (the "“Defending Party"”), if the Defending Party is the prevailing party in such Legal Proceeding, all fees, costs and expenses, including reasonable attorneys' ’ fees and court costs, incurred by the Defending Party in such Legal Proceeding will be reimbursed by the Claiming Party; provided that if the Defending Party prevails in part, and loses in part, in such Legal Proceeding, the court, arbitrator or other adjudicator presiding over such Legal Proceeding will award a reimbursement of the fees, costs and expenses incurred by the Defending Party on an equitable basis. For purposes hereof, and without limitation, the Defending Party will be deemed to have prevailed in any Legal Proceeding described in the immediately preceding sentence if the Claiming Party commences or threatens any such Legal Proceeding and (ai) such underlying claim(s) are subsequently dropped, voluntarily dismissed or voluntarily reduced and/or (bii) the Defending Party defeats any such claim(s).

Payments Under Agreement. Each party hereto agrees that all amounts required to be paid hereunder will be paid in United States currency and, except as otherwise expressly set forth in this Agreement, without discount, rebate or reduction and subject to no counterclaim or offsetoffset (other than withholding tax obligations required to be withheld by Law), on the dates specified herein (with time being of the essence). In Subject to the provisions of Section 1.09 (which will govern any dispute arising thereunder), in the event any Legal Proceeding is commenced or threatened by any Person (the "Claiming Party") to enforce its rights under this Agreement against any other Person (the "Defending Party")Person, if the Defending Party is then the prevailing party in such Legal Proceeding, Proceeding shall have the right to collect from the other party all fees, costs and expenses, including reasonable attorneys' attorneys fees and court costs, incurred by the Defending Party prevailing party in such Legal Proceeding will be reimbursed by the Claiming PartyProceeding; provided that if the Defending Party prevailing party prevails in part, and loses in part, in such Legal Proceeding, the court, arbitrator or other adjudicator presiding over such Legal Proceeding will award a reimbursement of the fees, costs and expenses incurred by the Defending Party prevailing party on an equitable basisbasis based on relative success. For purposes hereof, and without limitation, the Defending Party a party will be deemed to have prevailed in any Legal Proceeding described in the immediately preceding sentence if the Claiming Party commences or threatens any such Legal Proceeding and (ai) such underlying claim(s) asserted against such party are subsequently dropped, voluntarily dismissed or voluntarily reduced and/or (bii) the Defending Party defeats any such claim(s)party successfully brings or defends an action and receives a favorable judgment or verdict.

Payments Under Agreement. Each party hereto agrees that all amounts required to be paid hereunder will be paid in United States currency and, except as otherwise expressly set forth in this Agreement, without discount, rebate or reduction and subject to no counterclaim or offsetoffset (other than withholding Tax obligations required to be withheld by Law), on the dates specified herein (with time being of the essence). In the event any Legal Proceeding is commenced or threatened by any Person (the "“Claiming Party"”) to enforce its rights under this Agreement against any other Person (the "“Defending Party"”), if the Defending Party is the prevailing party in such Legal Proceeding, all fees, costs and expenses, including reasonable attorneys' ’ fees and court costs, incurred by the Defending Party in such Legal Proceeding will be reimbursed by the Claiming Party; provided that if the Defending Party prevails in part, and loses in part, in such Legal Proceeding, the court, arbitrator or other adjudicator presiding over such Legal Proceeding will award a reimbursement of the fees, costs and expenses incurred by the Defending Party on an equitable basis. For purposes hereof, and without limitation, the Defending Party will be deemed to have prevailed in any Legal Proceeding described in the immediately preceding sentence if the Claiming Party commences or threatens any such Legal Proceeding and (ai) such underlying claim(s) are subsequently dropped, voluntarily dismissed or voluntarily reduced and/or (bii) the Defending Party defeats any such claim(s).