TERMINATION EXPENSES AND FEES Sample Clauses

TERMINATION EXPENSES AND FEES. (a) In the event Company terminates this Agreement pursuant to Section 9.1(f), the Company shall pay within one (1) business day following such termination, a termination fee of $250,000 payable by wire transfer of immediately available funds to an account designated by Buyer.
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TERMINATION EXPENSES AND FEES. 56 ARTICLE X -- MISCELLANEOUS PROVISIONS ....................................... 57
TERMINATION EXPENSES AND FEES. (a) If the Company elects to terminate this Agreement pursuant to Section 9.1(f), the Company shall be obligated to pay the Buyer a termination fee in the amount of $175,000 prior to such termination as a condition precedent thereto.
TERMINATION EXPENSES AND FEES. (a) The covenants and agreements contained herein with respect to the Shares shall terminate in the event the Stock Purchase Agreement is terminated in accordance with its terms, except that the provisions of Section 11 and Section 12 hereof shall survive any termination of this Agreement. No termination of this Agreement shall relieve any party of liability for a breach hereof.
TERMINATION EXPENSES AND FEES. Xxxx Xxx shall be entitled to receive a fee in cash in an amount equal to $995,000.00 (the "TERMINATION FEE") and reimbursement of the Termination Expenses, if: (i) this Agreement is terminated pursuant to Section 12.1(i); or (ii) at any time after the receipt of an Acquisition Proposal which the Company's Board of Directors entertains or which, directly or indirectly, is communicated to the Stockholders of the Company or in any other manner becomes public, this Agreement is terminated pursuant to Section 12.1(g) or 12.1(h); or (iii) this Agreement is terminated pursuant to Section 12.1(f); or (iv) at any time during the twelve-month period following the termination of this Agreement pursuant to Section 12.1(b) (other than on account of a failure of a condition described in Section 10.1.5 or 10.1.6 to have been satisfied) or pursuant to Section 12.1(d) (other than on account of a failure of the condition described in Section 10.2.5 to have been satisfied), either Seller enters into any agreement involving a Significant Transaction. As used in this Agreement, the term "TERMINATION EXPENSES" means Xxxx Xxx'x and its Affiliates' out-of-pocket fees and expenses, not to exceed $500,000.00, (including, without limitation, legal and investment banking and commercial banking fees and

Related to TERMINATION EXPENSES AND FEES

  • Termination Expenses If this Agreement shall terminate or shall be terminated after execution pursuant to any provisions hereof (otherwise than pursuant to Section 9 hereof or Section 10 hereof (except pursuant to the first clause of Section 10(i))) or if this Agreement shall be terminated by the Underwriters because of any failure or refusal on the part of the Partnership to comply with the terms or fulfill any of the conditions of this Agreement, the Partnership agrees to reimburse the Underwriters for all reasonable out-of-pocket expenses (including reasonable fees and expenses of counsel for the Underwriters) incurred by the Underwriters in connection herewith.

  • Litigation Expenses If either party successfully seeks to enforce any provision of this Agreement or to collect any amount claimed to be due under it, this party will be entitled to reimbursement from the other party for any and all of its out-of-pocket expenses and costs including, without limitation, reasonable attorneys' fees and costs incurred in connection with the enforcement or collection.

  • Relocation Expenses [RESERVED].

  • Termination Fees and Expenses (a) The Company agrees that:

  • Collection Expenses The Borrower further agrees, subject only to any limitation imposed by applicable law, to pay all expenses, including reasonable attorneys’ fees, incurred by the holder of this Note in endeavoring to collect any amounts payable hereunder which are not paid when due.

  • Compensation, Expenses and Indemnity The Administrator shall serve without compensation for services rendered hereunder. The Administrator is authorized at the expense of the Employer to employ such legal counsel and/or recordkeeper as it may deem advisable to assist in the performance of its duties hereunder. Expense and fees in connection with the administration of this Agreement shall be paid by the Employer.

  • Expenses; Termination Fees (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party incurring such expenses, whether or not the Offer and Merger are consummated.

  • COMPENSATION; EXPENSES (a) In consideration of the foregoing, the Advisor shall pay the Sub-advisor, with respect to the Fund, a fee as specified in Appendix B hereto. Such fees shall be accrued by the Advisor daily and shall be payable monthly in arrears on the first business day of each calendar month for services performed hereunder during the prior calendar month. If fees begin to accrue in the middle of a month or if this Agreement terminates before the end of any month, all fees for the period from that date to the end of that month or from the beginning of that month to the date of termination, as the case may be, shall be prorated according to the proportion that the period bears to the full month in which the effectiveness or termination occurs. Upon the termination of this Agreement with respect to the Fund, the Advisor shall pay to the Sub-advisor such compensation as shall be payable prior to the effective date of termination.

  • Litigation Expense In the event of a default under this Agreement, the defaulting party shall reimburse the nondefaulting party for all costs and expenses reasonably incurred by the nondefaulting party in connection with the default, including without limitation attorney's fees. Additionally, in the event a suit or action is filed to enforce this Agreement or with respect to this Agreement, the prevailing party or parties shall be reimbursed by the other party for all costs and expenses incurred in connection with the suit or action, including without limitation reasonable attorney's fees at the trial level and on appeal.

  • Indemnification; Expenses (i) The Borrower hereby indemnifies and holds harmless each Bank (including each Issuing Bank) and the Administrative Agent from and against any and all claims, damages, losses, liabilities, costs or expenses which it may reasonably incur in connection with a Letter of Credit issued pursuant to this Section 2.17; provided that the Borrower shall not be required to indemnify any Bank, or the Administrative Agent, for any claims, damages, losses, liabilities, costs or expenses, to the extent found by a court of competent jurisdiction to have been caused by the gross negligence or willful misconduct of such Person.

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