Expenses; Termination Fee. (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.
Appears in 25 contracts
Samples: Agreement and Plan of Merger (RayzeBio, Inc.), Tender and Support Agreement (LogicBio Therapeutics, Inc.), Agreement and Plan of Merger (Turning Point Therapeutics, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.39.3, 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.
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Flexion Therapeutics Inc), Agreement and Plan of Merger (Adamas Pharmaceuticals Inc), Agreement and Plan of Merger (Pacira BioSciences, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.37.3, 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 is consummated.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Zeltiq Aesthetics Inc), Agreement and Plan of Merger (Gaming Partners International CORP)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.38.3 and in the last sentence of Section 6.2(d), 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.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Albireo Pharma, Inc.), Agreement and Plan of Merger (Halozyme Therapeutics, Inc.), Agreement and Plan of Merger (Antares Pharma, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.38.3(b), all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Amgen Inc), Agreement and Plan of Merger (Anadys Pharmaceuticals Inc), Agreement and Plan of Merger (Amgen Inc)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.38.3(b), all fees and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and the Merger are consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Onvia Inc), Agreement and Plan of Merger (Rightside Group, Ltd.), Agreement and Plan of Merger (M/a-Com Technology Solutions Holdings, Inc.)
Expenses; Termination Fee. (a) Except as set forth otherwise provided in this Section 8.3Agreement, all fees costs and expenses incurred in connection with this Agreement and the Transactions shall be paid by the Party party incurring such expenses, whether cost or not the Offer and Merger are consummatedexpense.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Wheeler Real Estate Investment Trust, Inc.), Agreement and Plan of Merger (Cedar Realty Trust, Inc.), Agreement and Plan of Merger (Monogram Residential Trust, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions Transaction Expenses shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (La Jolla Pharmaceutical Co), Agreement and Plan of Merger (Innoviva, Inc.), Agreement and Plan of Merger (La Jolla Pharmaceutical Co)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are is consummated.; provided, however, that:
Appears in 2 contracts
Samples: Agreement of Merger (GoRemote Internet Communications, Inc.), Agreement of Merger (Ipass Inc)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.38.3(b), all fees and expenses incurred in connection with this Agreement and the Transactions shall will be paid by the Party party incurring such expenses, whether or not the Offer and the Merger are consummated.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Anadigics Inc), Agreement and Plan of Merger (Anadigics Inc)
Expenses; Termination Fee. (a) Except as set forth in Section 5.4(c), Section 6.2(e) and 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Checkmate Pharmaceuticals, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.39.3, 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 the Merger are consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Oyster Point Pharma, Inc.)
Expenses; Termination Fee. (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 is consummated.
Appears in 1 contract
Expenses; Termination Fee. (a) Except as set forth in this Section 8.3, the second sentence of Section 2.6(a) and the second to last sentence of Section 6.2(d), 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (F-Star Therapeutics, Inc.)
Expenses; Termination Fee. (a) Except as set forth in Section 7.02(e), this Section 8.310.04 and Section 10.14, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated hereby shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are consummatedis consummated or this Agreement is terminated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Metropolitan Health Networks Inc)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Offer, the Merger and the other Transactions shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Juniper Pharmaceuticals Inc)
Expenses; Termination Fee. (a) Except as set forth otherwise provided below in this Section 8.38.04, all fees and expenses incurred in connection with this Agreement and the Transactions consummation of the transactions contemplated hereby shall be paid by the Party party incurring such expenses, whether or not the Offer and Merger are consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Alpine Lace Brands Inc)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.37.3, all fees and expenses incurred in connection with this Agreement and the Transactions shall transactions contemplated by this Agreement will be paid by the Party incurring such expenses, whether or not the Offer Exchange is consummated and Merger all such fees shall be paid prior to or at Closing. Each of the Parties acknowledges that the agreements contained in this Section 7.3 are consummatedan integral part of the transactions contemplated by this Agreement, without which, the Parties would not enter into this Agreement.
Appears in 1 contract
Samples: Exchange Agreement (Skyline Corp)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.3, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated by this Agreement shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Expenses; Termination Fee. (a) Except as set forth in this Section 8.3, all 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, except as set forth in Section 8.3(b) below.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Smart & Final Stores, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.38.3 and the expense reimbursement and indemnification provisions of Section 6.11(b), 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 is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Greenway Medical Technologies Inc)
Expenses; Termination Fee. (a) Except as set forth in Section 6.2(e) and 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.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Decibel Therapeutics, Inc.)
Expenses; Termination Fee. (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 Closing is consummated.
Appears in 1 contract
Samples: Acquisition Agreement (Avalanche Biotechnologies, Inc.)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.310.04 and Section 10.14, all fees and expenses incurred in connection with this Agreement and the Transactions transactions contemplated hereby shall be paid by the Party party incurring such fees and expenses, whether or not the Offer and Merger are is consummated.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Metropolitan Health Networks Inc)
Expenses; Termination Fee. (a) Except as set forth in Section 6.2 and 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 or the Merger is consummated, except Parent and Merger are consummatedthe Company shall each bear and pay one-half of the expenses incurred in connection with the filing, printing and mailing of the Offer Documents and the Schedule 14D-9.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Constellation Pharmaceuticals Inc)
Expenses; Termination Fee. (a) Except as set forth in this Section 8.38.3 or as otherwise expressly provided in this Agreement, 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 is consummated.
Appears in 1 contract
