Transaction and Other Costs Sample Clauses

Transaction and Other Costs. There are no transaction or other costs associated with this Agreement.
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Transaction and Other Costs. If the Partnership is entitled to --------------------------- deductions with respect to any costs borne by a Partner without reimbursement pursuant to this Agreement, the Master Transaction Agreement or the Transaction Documents, the incurrence of such costs shall not increase the Capital Account of such Partner, and such Partner shall be entitled to any deductions attributable to such costs on its separate return.
Transaction and Other Costs. Buyer will pay all Transaction Costs (including investment banking, broker, legal, accounting and other professional fees) that it incurs in connection with the negotiation, execution and performance of this Agreement and the transactions contemplated hereby. As of the Closing, all Transaction Costs (including investment banking, broker, legal, accounting and other professional fees) that the Sellers, the Company or any Company Subsidiary may incur in connection with the negotiation, execution and performance of this Agreement and the transactions contemplated hereby, and any transfer Taxes and Transfer Fees, will be paid in full and neither the Company nor any Company Subsidiary will have any liability for such Transaction Costs thereafter. Buyer will pay the Real Property title insurance policy fees and premiums, including any endorsements required by Buyer, survey fees on the Real Property incurred as a result of the transactions contemplated hereby, and the costs of the Phase I and Phase II environmental site assessments conducted on the Real Property at Buyer’s request prior to the Closing Date. After the Closing, Buyer will cause the Company to pay to the appropriate individuals the accrued bonus amounts included in Working Capital, if any, which payments will be made in accordance with the terms and conditions of the incentive plan pursuant to which such bonuses were earned, as such plan is in effect on the date hereof.
Transaction and Other Costs. Except as provided above or as otherwise expressly provided herein, (a) the Buyer will pay its own fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated by this Agreement, including the fees, costs and expenses of its financial advisors, accountants and counsel, and (b) each of Caterpillar and the Company will pay the fees, costs and expenses of Caterpillar and the Company incurred in connection with this Agreement and the transactions contemplated by this Agreement, including the fees, costs and expenses of (i) its financial advisors, accountants and counsel and (ii) satisfying the covenant contained in Sections 7.13 and 7.14. Notwithstanding the foregoing, the Parties shall share equally the cost of making any filing pursuant to the HSR Act in connection with the transactions contemplated hereby.

Related to Transaction and Other Costs

  • Attorneys’ Fees and Other Costs If either party breaches this Agreement, or if a dispute arises between the parties based on or involving this Agreement, the party that prevails in the resolution of such dispute is entitled to recover from the other party its reasonable attorneys’ fees, court costs, and expenses incurred in enforcing such rights or resolving such dispute. For purposes of this Section 10.11, the finder of fact shall be requested to answer affirmatively as to whether a party “prevailed” in order to recoup attorneys’ fees and other costs pursuant to this Section 10.11.

  • TAXES AND OTHER LIABILITIES Pay and discharge when due any and all indebtedness, obligations, assessments and taxes, both real or personal, including without limitation federal and state income taxes and state and local property taxes and assessments, except such (a) as Borrower may in good faith contest or as to which a bona fide dispute may arise, and (b) for which Borrower has made provision, to Bank's satisfaction, for eventual payment thereof in the event Borrower is obligated to make such payment.

  • Stamp and other duties The Borrowers must pay all stamp, documentary, registration or other like duties or taxes (including any duties or taxes payable by any of the Banks) imposed on or in connection with any of the Underlying Documents, the Security Documents or the Loan or any Advance and agree to indemnify the Banks or any of them against any liability arising by reason of any delay or omission by the Borrowers to pay such duties or taxes.

  • Fees and Other Charges (a) The Borrower will pay a fee on all outstanding Letters of Credit at a per annum rate equal to the Applicable Margin then in effect with respect to Eurodollar Loans under the Revolving Facility, shared ratably among the Revolving Lenders and payable quarterly in arrears on each Fee Payment Date after the issuance date. In addition, the Borrower shall pay to the Issuing Lender for its own account a fronting fee of 0.25% per annum on the undrawn and unexpired amount of each Letter of Credit, payable quarterly in arrears on each Fee Payment Date after the issuance date.

  • Field Examination and Other Fees Subject to any limitations set forth in Section 5.7(c), Borrowers shall pay to Agent, field examination, appraisal, and valuation fees and charges, as and when incurred or chargeable, as follows (i) a fee of $1,000 per day, per examiner, plus out-of-pocket expenses (including travel, meals, and lodging) for each field examination of any Loan Party or its Subsidiaries performed by or on behalf of Agent, and (ii) the fees, charges or expenses paid or incurred by Agent if it elects to employ the services of one or more third Persons to appraise the Collateral, or any portion thereof.

  • Litigation and Other Notices Furnish to the Administrative Agent (which will promptly thereafter furnish to the Lenders) written notice of the following promptly after any Responsible Officer of the Borrower obtains actual knowledge thereof:

  • Attorneys’ Fees and Other Expenses To the extent permitted by the Oregon Constitution and the Oregon Tort Claims Act, the prevailing party in any dispute arising from this Contract is entitled to recover its reasonable attorneys’ fees and costs at trial and on appeal. Reasonable attorneys’ fees cannot exceed the rate charged to OBDD by its attorneys.

  • Handling Fees and Other Expenses All fees and out of pocket expenses relating to this Agreement, including but not limited to legal costs, costs of production, stamp tax and any other taxes and fees, shall be borne by Party C.

  • COMPENSATION AND OTHER FEES As compensation for the services provided by Xxxxxx xxxxxxxxx, the Company agrees to pay to Xxxxxx:

  • Stamp and Other Taxes In addition, the Borrower shall pay any present or future stamp, registration, recordation or documentary taxes or any other similar fees or charges or excise or property taxes, levies of the United States or any state or political subdivision thereof or any applicable foreign jurisdiction which arise from any payment made hereunder or from the execution, delivery or registration of, or otherwise with respect to, this Agreement, the Loans, the Letters of Credit, the other Loan Documents, or the perfection of any rights or security interest in respect thereto (hereinafter referred to as "Other Taxes").

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