Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 134 contracts
Samples: Rights and Lock Up Agreement (Kairos Pharma, LTD.), Lock Up Agreement (Unifoil Holdings, Inc.), Rights and Lock Up Agreement (Signing Day Sports, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 102 contracts
Samples: Registration Rights Agreement (Inspire Veterinary Partners, Inc.), Registration Rights Agreement (Inspire Veterinary Partners, Inc.), Registration Rights Agreement (Inspire Veterinary Partners, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or ------------------------- other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 14 contracts
Samples: Investors Rights Agreement (Onsale Inc), Rights Agreement (Inktomi Corp), Investors' Rights Agreement (Centaur Pharmaceuticals Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and reasonable attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 9 contracts
Samples: Registration Rights Agreement (Agrify Corp), Investors’ Rights Agreement, Registration Rights Agreement (iFresh Inc)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, arbitration proceeding or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs, including, without limitation, the court costs and reasonable attorneys’ fees incurred in each such action, suit or other proceedingtherein, including any and all appeals or petitions therefrom.
Appears in 8 contracts
Samples: Convertible Promissory Note (Calidi Biotherapeutics, Inc.), Credit Facility Agreement (Flux Power Holdings, Inc.), Credit Facility Agreement (Flux Power Holdings, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
Appears in 7 contracts
Samples: Acquisition Agreement (8x8 Inc /De/), Acquisition Agreement, Agreement and Plan of Reorganization (Iwerks Entertainment Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover from the other party all of such prevailing party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 7 contracts
Samples: Stockholder Agreement (Seagate Technology Inc), Stockholder Agreement (Seagate Technology Inc), Stockholder Agreement (Veritas Holding Corp)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 7 contracts
Samples: Form of Registration Rights Agreement (Mitesco, Inc.), Piggyback Registration Rights Agreement (Driveitaway Holdings, Inc.), Asset Purchase Agreement (Tivic Health Systems, Inc.)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, arbitration proceeding or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs, including, without limitation, the court costs and reasonable attorneys’ ' fees incurred in each such action, suit or other proceedingtherein, including any and all appeals or petitions therefrom.
Appears in 6 contracts
Samples: Credit Facility Agreement (Welund Fund Inc), Credit Facility Agreement (Shopping Sherlock Inc), Credit Facility Agreement (Resource Finance & Investment LTD)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderunder this Agreement, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit suit, or other proceeding, including any and all appeals or petitions therefromfrom any such action, suit, or other proceeding.
Appears in 6 contracts
Samples: Investors’ Rights Agreement (Myos Rens Technology Inc.), Adoption Agreement (Lpath, Inc), Rights Agreement (Innolog Holdings Corp.)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. * * * * *
Appears in 5 contracts
Samples: Registration Rights Agreement (YY Group Holding Ltd.), Registration Rights Agreement (Paid Inc), Registration Rights Agreement (Adamas One Corp.)
Costs and Attorneys’ Fees. In the event that If any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 5 contracts
Samples: Investors’ Rights Agreement (Orckit Communications LTD), Investors’ Rights Agreement (Kranem Corp), Investors’ Rights Agreement (Proofpoint Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the Company and the Initial Holders agree that the prevailing party shall recover from the non-prevailing party all of such prevailing party’s 's costs and reasonable attorneys’ ' fees incurred in each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 5 contracts
Samples: Registration Rights Agreement (Retail Ventures Inc), Registration Rights Agreement (Schottenstein RVI LLC), Registration Rights Agreement (Value City Department Stores Inc /Oh)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. * * * * * APPENDIX E
Appears in 4 contracts
Samples: Registration Rights Agreement (Neuraxis, INC), Registration Rights Agreement (Vocodia Holdings Corp), Registration Rights Agreement (Vocodia Holdings Corp)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning brought or arising out instituted, to enforce or to seek damages for breach of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Robertson M G), Agreement and Plan of Merger (Regent University), Agreement and Plan of Merger (Christian Broadcasting Network Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Rights Agreement, Rights Agreement (One Stop Systems Inc), Rights Agreement (One Stop Systems Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: 'S Rights Agreement (Iexalt Inc), Investors' Rights Agreement (Transmeta Corp), Offer and Observation Rights Agreement (Transmeta Corp)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement Agreement, or any transaction contemplated hereunderhereby, the prevailing party shall be entitled to recover all of such party’s its costs (including reasonable attorneys’ fees, costs and attorneys’ fees disbursements) incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Convertible Note Purchase Agreement, Convertible Note Purchase Agreement (Niu Technologies), Convertible Note Purchase Agreement (Niu Technologies)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s reasonable costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Registration Rights Agreement (Authentidate Holding Corp), Registration Rights Agreement (Authentidate Holding Corp), Investors’ Rights Agreement (Leadis Technology Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party in any final, non-appealable order shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Stockholders Agreement (Fortegra Group, Inc), Stockholders Agreement (Tiptree Inc.), Stockholders Agreement (Tiptree Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or ------------------------- other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom. As used herein, "attorneys' fees" shall mean the full and actual costs of any legal services actually rendered in connection with the matters involved, calculated on the basis of the usual fee charged by the attorneys performing such services.
Appears in 3 contracts
Samples: Registration Rights Agreement (Forstmann & Co Inc), Investors' Rights Agreement (Pilot Network Services Inc), Investors' Rights Agreement (Pilot Network Services Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall be entitled to recover all of such the prevailing party’s 's costs and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceedingproceedings, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Exchange Agreement (Dynacs Inc), Contribution and Exchange Agreement (Dynacs Inc), Registration Rights Agreement (Dynacs Inc)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, arbitration proceeding or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs, including, without limitation, the court costs and attorneys’ ' fees incurred in each such action, suit or other proceedingtherein, including any and all appeals or petitions therefrom. As used herein, "attorneys' fees" shall mean the full and actual costs of any legal services actually rendered in connection with the matters involved, calculated on the basis of the usual fee charged by the attorneys performing such services.
Appears in 3 contracts
Samples: Share Exchange Agreement (Global One Distribution & Merchandising Inc), Share Exchange Agreement (Gogo Holdings Inc), Separation From Employment Agreement (Sports Club Co Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.'
Appears in 3 contracts
Samples: Investors' Rights Agreement (Pacific Mezzanine Fund), Investors' Rights Agreement (General Automation Inc), Shareholder Agreement (Gayranovic Kenneth)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Southwall Technologies Inc /De/), Stock Purchase Agreement (GMX Associates Pte LTD), Stock Purchase Agreement (GMX Associates Pte LTD)
Costs and Attorneys’ Fees. In Subject to the provisions of Section 6.14 below, in the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 3 contracts
Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Marin Software Inc), Investors’ Rights Agreement (Marin Software Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and attorneys’ ' fees incurred in each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom. As used herein, "attorneys' fees" shall mean the full and actual costs of any legal services actually rendered in connection with the matters involved, calculated on the basis of the usual fee charged by the attorneys performing such services.
Appears in 2 contracts
Samples: Master Rights Agreement (Inhibitex Inc), Master Rights Agreement (Atherogenics Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and reasonable attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Investors' Rights Agreement (Handspring Inc), Investors' Rights Agreement (Handspring Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. * * * * * *
Appears in 2 contracts
Samples: Registration Rights Agreement (Unidigital Inc), Registration Rights Agreement (Unidigital Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees reasonably incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. [Signature Page Follows]
Appears in 2 contracts
Samples: Shareholders Agreement (Home Inns & Hotels Management Inc.), Shareholders Agreement (Home Inns & Hotels Management Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted by any party hereto against any other party hereto concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Capital Stock Exchange Agreement (Talram Corp), Registration Rights Agreement (Atec Group Inc)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Voting Agreement (Harkins Michael J), Voting Agreement (Levy Harkins & Co Inc/)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding Action is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs and reasonable attorneys’ fees incurred in connection with each and every such action, suit or other proceeding, including any and all appeals or and petitions therefrom.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (GateHouse Media, Inc.), Stock Purchase Agreement (Riddell Bell Holdings, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs costs, and attorneys’ fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom. As used herein, “attorneys’ fees” shall mean the full and actual costs of any legal services actually rendered in connection with the matters involved, calculated on the basis of the usual fee charged by the attorneys performing such services.
Appears in 2 contracts
Samples: Investor Rights Agreement (Virtual Radiologic CORP), Stockholders Agreement (Virtual Radiologic CORP)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Westminster Capital Inc), Stock Purchase Agreement (Westminster Capital Inc)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.. (f)
Appears in 2 contracts
Samples: Cooperation Agreement (99 Cents Only Store), 15 Cooperation Agreement (Universal International Inc /Mn/)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. [signature page follows]
Appears in 2 contracts
Samples: Registration Rights Agreement (Basic Energy Services Inc), Registration Rights Agreement (Basic Energy Services Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement Agreement, or any transaction contemplated hereunderhereby, the prevailing party shall be entitled to recover all of such party’s its costs (including reasonable attorneys’ fees, costs and attorneys’ fees disbursements) incurred in each such action, suit or other proceedingAction, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Notes Purchase Agreement, Notes Purchase Agreement (Puxin LTD)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' 189 fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Registration Rights Agreement (Interland Inc), Registration Rights Agreement (Micron Electronics Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding Proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will be entitled to recover all of such party’s reasonable costs and reasonable attorneys’ fees incurred in each such action, suit or other proceedingProceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Overland Storage Inc)
Costs and Attorneys’ Fees. In the event that If any action, suit action at law or other proceeding in equity is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and reasonable attorneys’ ' fees and disbursements incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom, in addition to any other relief to which such party may be entitled.
Appears in 2 contracts
Samples: Omnibus Stockholders’ Agreement (Arbios Systems Inc), Omnibus Stockholders’ Agreement (Arbios Systems Inc)
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or or' arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom. As used herein, "attorneys' fees" shall mean the full and actual costs of any legal services actually rendered in connection with the matters involved, calculated on the basis of the usual fee charged by the attorneys performing such services.
Appears in 2 contracts
Samples: Rights Agreement (Veterinary Pet Services Inc), Rights Agreement (Veterinary Pet Services Inc)
Costs and Attorneys’ Fees. In the event that any action, suit ------------------------- or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Rights Agreement (Intira Corp), Investor Rights Agreement (Analytical Graphics Inc)
Costs and Attorneys’ Fees. In the event that If any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderunder this Agreement, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefromfrom any such action, suit or other proceeding.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (CS Disco, Inc.), Registration Rights Agreement (SWK Holdings Corp)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, arbitration proceeding, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs, including, without limitation, the court costs and reasonable attorneys’ ' fees incurred in each such action, suit or other proceedingtherein, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Security Agreement (Innovacom Inc), Security Agreement (Innovacom Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the Company and the Holders agree that the prevailing party shall recover from the non-prevailing party all of such prevailing party’s 's costs and reasonable attorneys’ ' fees incurred in each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Stockholders' Agreement (Exco Resources Inc), Stock Purchase Agreement (Miller Douglas H)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement Warrant or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: General Security Agreement (ADESTO TECHNOLOGIES Corp), General Security Agreement (ADESTO TECHNOLOGIES Corp)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s reasonable costs and reasonable attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Investor Rights Agreement (DanDrit Biotech USA, Inc.), Standstill and Lock Up Agreement (DanDrit Biotech USA, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit suit, ------------------------- or other proceeding is instituted concerning brought or arising out instituted, to enforce or to seek damages for breach of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fox Television Stations Inc /De/), Agreement and Plan of Merger (Fox Kids Worldwide Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding Proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will be entitled to recover all of such party’s 's reasonable costs and reasonable attorneys’ ' fees incurred in each such action, suit or other proceedingProceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, of the Ancillary Agreements the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Agreement of Merger (Producers Entertainment Group LTD)
Costs and Attorneys’ Fees. In the event that If any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party in whose favor judgement is rendered shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Stock Option and Purchase Agreement (Fortune Entertainment Corp /De/)
Costs and Attorneys’ Fees. In the event that any action, suit or other -------------------------- proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Registration Rights Agreement (Aventura Holdings Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or ------------------------- other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's reasonable costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Registration Rights Agreement (Extreme Networks Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. Execution Version
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement Exhibit C or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that If any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderunder this Agreement, the prevailing party shall recover all of such party’s reasonable costs and reasonable attorneys’ fees incurred in each such action, suit suit, or other proceeding, including any and all appeals or petitions therefromfrom any such action, suit, or other proceeding.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall be entitled to recover all of such party’s actual costs and attorneys’ fees and disbursements incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs and reasonable attorneys’ ' fees incurred in connection with each and every such action, suit or other proceeding, including any and all appeals or and petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions or petitions for review therefrom, and any proceeding before a U.S. Bankruptcy Court.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning based upon or arising out of this Agreement or the matters contemplated herein (whether based on breach of contract, tort, breach of duty or any transaction contemplated hereunderother theory), the prevailing party shall recover all of such party’s 's costs (including, but not limited to expert witness costs) and reasonable attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other o ther proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Piggyback Registration Rights Agreement (Driveitaway Holdings, Inc.)
Costs and Attorneys’ Fees. In the event that If any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s reasonable fees and costs and attorneys’ fees of attorneys incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Alexza Pharmaceuticals Inc.)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderunder this Agreement, the prevailing party shall recover all of such party’s costs and reasonable attorneys’ fees incurred in each such action, suit suit, or other proceeding, including any and all appeals or petitions therefromfrom any such action, suit, or other proceeding.
Appears in 1 contract
Samples: Piggy Back Registration Rights Agreement (Healthtronics, Inc.)
Costs and Attorneys’ Fees. In the event that any actionlawsuit, suit proceeding or other proceeding similar action is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs costs, and reasonable attorneys’ fees incurred in each and every such action, suit or other proceedingAction, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. 3.11
Appears in 1 contract
Samples: Rights Agreement
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning based upon or arising out of this Agreement or any transaction the matters contemplated hereunderherein, the prevailing party shall recover all of such party’s costs (including, but not limited to expert witness costs) and reasonable attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Voting Agreement (EverQuote, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of the performance or failure to perform this Agreement (excluding for clarity any action, suit or any transaction contemplated hereunder, proceeding for patent infringement brought by either Party against the other) the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover from the non-prevailing party all of such prevailing party’s costs and reasonable attorneys’ fees incurred in each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs and attorneys’ reasonable attorney's fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning based upon or arising out of this Agreement or the matters contemplated herein (whether based on breach of contract, tort, breach of duty or any transaction contemplated hereunderother theory), the prevailing party shall recover all of such party’s costs (including, but not limited to expert witness costs) and reasonable attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Samples: Voting and Standstill Agreement (Marathon Patent Group, Inc.)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderunder this Agreement, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit suit, or other proceeding, including any and all appeals or petitions therefromfrom any such action, suit, or other proceeding.
Appears in 1 contract
Samples: Registration Rights Agreement (Westech Capital Corp)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs and reasonable attorneys’ ' fees incurred in each and every such action, suit or other proceeding, including any and all appeals or and petitions therefrom.
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Costs and Attorneys’ Fees. In the event that any action, suit or -------------------------- other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Samples: Investor Rights Agreement (Analytical Graphics Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and reasonable attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Samples: Piggyback Registration Rights Agreement (Oncothyreon Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning concurring or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ attorney's fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Registration Rights Agreement (Extended Systems Inc)
Costs and Attorneys’ Fees. In the event that If any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding Action is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit or other proceedingAction, including any and all appeals or petitions therefrom.
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Samples: Iii Agreement and Plan of Reorganization (National Mercantile Bancorp)
Costs and Attorneys’ Fees. In the event that any action, suit or ------------------------- other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. 8.18
Appears in 1 contract
Samples: Securities Purchase Agreement
Costs and Attorneys’ Fees. In the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs costs, and reasonable attorneys’ fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
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Samples: Subscription Agreement (Ricex Co)
Costs and Attorneys’ Fees. In the event that If any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderunder this Agreement, the prevailing party shall recover all of such party’s reasonable costs and reasonable attorneys’ fees incurred in each such action, suit suit, or other proceeding, including any and all appeals or petitions therefromfrom any such action, suit, or other proceeding from the non-prevailing party or parties.
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Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom. .
Appears in 1 contract
Samples: Piggyback Registration Rights Agreement (Skye Bioscience, Inc.)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover from the non-prevailing party all of such prevailing party’s 's costs and reasonable attorneys’ ' fees incurred in each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In the event that any action, suit or other ------------------------- proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Preferred Stock Investment Agreement (Comdial Corp)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees reasonably incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In Except as provided in Section 6.13 hereof, in the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefromthere from.
Appears in 1 contract
Samples: Rights Agreement (Zuora Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall will recover all of such party’s 's costs and reasonable attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Piggyback Registration Rights Agreement (Transmeta Corp)
Costs and Attorneys’ Fees. In the event that any action, suit or ------------------------- other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.. * * * * * * * * * *
Appears in 1 contract
Samples: Registration Rights Agreement (Analytical Graphics Inc)
Costs and Attorneys’ Fees. In the event that any action, ------------------------- suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s 's costs and reasonable attorneys’ ' fees incurred in connection with each and every such action, suit or other proceeding, including any and all appeals or and petitions therefrom.
Appears in 1 contract
Samples: Stock Purchase and Redemption Agreement (Panolam Industries Inc)
Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Registration Rights Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s costs and reasonable attorneys’ fees incurred in each such action, suit or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In the event that any action, suit suit, ------------------------- or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in each and every such action, suit suit, or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In the event that any action, suit or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunder, the prevailing party shall recover all of such party’s 's costs and attorneys’ ' fees incurred in each such action, action suit or other proceeding, including any and all appeals or petitions therefrom.
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Costs and Attorneys’ Fees. In Subject to Section 6.3 of this Agreement, in the event that any action, suit suit, or other proceeding is instituted concerning or arising out of this Agreement or any transaction contemplated hereunderthe Warrants, the prevailing party shall recover all of such party’s costs 's costs, and reasonable attorneys’ ' fees incurred in by each and every such action, suit or other proceeding, including any and all appeals or petitions therefrom.
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Genaera Corp)
Costs and Attorneys’ Fees. In Subject to the limitations set forth herein, in the event that any action, suit or other proceeding is instituted by any party hereto against any other party hereto concerning or arising out of this Agreement or any transaction contemplated hereunderAgreement, the prevailing party or parties shall recover all of such prevailing party’s or parties’ costs and reasonable attorneys’ fees incurred in connection with each and every such action, suit or other proceeding, including any and all appeals or and petitions therefrom, from the non-prevailing party or parties.
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