Reasonableness of Fees Sample Clauses

Reasonableness of Fees. The parties acknowledge that a substantial professional commitment of time and effort will be required of Xxxxxxxx Xxxxx and its professionals hereunder, and that such commitment may foreclose other opportunities for the firm. Moreover, the actual time and commitment required for the engagement may vary substantially, creating “peak load” issues for the firm. Given the numerous issues which may arise in engagements such as this, Xxxxxxxx Lokey’s commitment to the variable level of time and effort necessary to address such issues, the expertise and capabilities of Xxxxxxxx Xxxxx that will be required in this engagement, and the market rate for Xxxxxxxx Lokey’s services of this nature, whether in-court or out-of-court, the parties agree that the fee arrangement provided for herein is reasonable, fairly compensates Xxxxxxxx Xxxxx, and provides the requisite certainty to the Company.
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Reasonableness of Fees. The Company acknowledges that it believes that Xxxxxx’s general restructuring experience and expertise will inure to the benefit of the parties hereto, that the value to the parties hereto of Ankura’s Services and CRO Duties, as applicable, derives in substantial part from that experience and expertise and that, accordingly, the structure and amount of the Fees to be paid to Ankura hereunder are reasonable. The Company acknowledges that a substantial professional commitment of time and effort will be required of Ankura and its professionals hereunder, and that such commitment may foreclose other opportunities for Ankura. Given the numerous issues that may arise in engagements such as this, Xxxxxx’s commitment to the variable level of time and effort necessary to address such issues, the expertise and capabilities of Ankura that will be required in this engagement, and the market rate for Ankura’s services of this nature, whether in-court or out-of-court, the parties agree that the fee arrangement provided for herein is reasonable, fairly compensates Ankura, and provides the requisite certainty to the parties hereto.
Sample 1
Reasonableness of Fees. The Company acknowledges and agrees that the fees and expenses payable to Xxxxxxxx Xxxxx hereunder are reasonable. The Company and Xxxxxxxx Xxxxx acknowledge and agree that the time worked, results achieved and ultimate benefit to the Company of the work performed in connection with this engagement may be variable, all of which has been fully considered and factored into establishing the fees hereunder.
Sample 1
Reasonableness of Fees. All fees paid to the Partners or any Affiliate of the Partners hereunder or otherwise in connection with the Xxxxxxxxx Garden 1 Development are reasonable in amount and consistent with standard practice in the industry.
Sample 1
Reasonableness of Fees. The parties acknowledge that this engagement will require a substantial professional commitment of time and effort by Xxxxxxxx Xxxxx. Moreover, the amount of time and effort may vary substantially during different periods of the engagement. As a result, in order to ensure the availability of all necessary professional resources, whenever required, Xxxxxxxx Xxxxx may be foreclosed from pursuing other alternative engagement opportunities. In light of the foregoing, and given:
Sample 1
Reasonableness of Fees. The parties acknowledge that this engagement will require a substantial professional commitment of time and effort by Xxxxx. Moreover, the amount of time and effort may vary substantially during different periods of the engagement. As a result, in order to ensure the availability of all necessary professional resources, whenever required, Xxxxx may be foreclosed from pursuing other alternative engagement opportunities. In light of the foregoing, and given: (i) the numerous issues which can currently be anticipated in engagements such as this, (ii) Xxxxx’x commitment to the variable level of time and effort necessary to address such issues, (iii) the expertise and capabilities of Xxxxx that will be required in this engagement, and (iv) the market rate for Xxxxx'x services of this nature, whether in-court or out-of-court, the parties agree that the fee arrangement provided for herein is reasonable, fairly compensates Xxxxx, and provides the requisite certainty to the Company.
Sample 1
Reasonableness of Fees. All fees paid to the Partners or any Affiliate of the General Partner or Limited Partners hereunder or otherwise in connection with the Xxxxxx Development Project are reasonable in amount and consistent with standard practice in the industry.
Sample 1
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Reasonableness of Fees. The parties acknowledge that this engagement will require a substantial professional commitment of time and effort by Xxxxxxxx Xxxxx. Moreover, the amount of time and effort may vary substantially during different periods of the engagement. As a result, in order to ensure the availability of all necessary professional resources, whenever required, Xxxxxxxx Xxxxx may be foreclosed from pursuing other alternative engagement opportunities. In light of the foregoing, and given: (i) the numerous issues which can currently be anticipated in engagements such as this, (ii) Xxxxxxxx Lokey’s commitment to the variable level of time and effort necessary to address such issues, (iii) the expertise and capabilities of Xxxxxxxx Xxxxx that will be required in this engagement, and (iv) the market rate for Xxxxxxxx Lokey's services of this nature, whether in-court or out-of-court, the parties agree that the fee arrangement provided for herein is reasonable, fairly compensates Xxxxxxxx Xxxxx, and provides the requisite certainty to the Company. The parties further agree and acknowledge that: (a) additional issues and developments, not currently anticipated, may arise and have an impact upon the services to be rendered by Xxxxxxxx Xxxxx hereunder, and may result in substantially more work and/or services being performed by Xxxxxxxx Xxxxx than is anticipated at this time; and (b) as a result of such unanticipated issues and/or developments, the results of Xxxxxxxx Lokey’s services under this Agreement may also be substantially more beneficial than anticipated at this time. Accordingly, in the event of the occurrence of (a) and/or (b), in the prior sentence, each of the parties to this Agreement, at the conclusion of the services rendered by Xxxxxxxx Xxxxx pursuant hereto, may, but are not required to, agree to a modification of the Transaction Fees described herein to more appropriately reflect the actual work performed, services rendered and/or any extraordinary results achieved by Xxxxxxxx Xxxxx pursuant to its engagement hereunder.
Sample 1
Reasonableness of Fees. Xxxxxx agrees the fees charged under this Agreement, and the fees charged Xxxxxx as a Licensee of the City’s rights-of-way under TMC 3-6 (Utility Facilities in the Rights-of-Way) are reasonable and lawful fees. Xxxxxx agrees and voluntarily consents that all such fees comply with all federal and state laws, including without limitation all Federal Communications Committee (FCC) orders.
Sample 1

Related to Reasonableness of Fees

  • Reasonableness of Covenants In signing this Agreement, the Employee gives the Company assurance that the Employee has carefully read and considered all of the terms and conditions of this Agreement, including the restraints imposed under this Section 9. The Employee agrees that these restraints are necessary for the reasonable and proper protection of the Company and its affiliates and their Confidential Information and that each and every one of the restraints is reasonable in respect of subject matter, length of time and geographic area, and that these restraints, individually or in the aggregate, will not prevent the Employee from obtaining other suitable employment during the period in which the Employee is bound by the restraints. The Employee acknowledges that each of these covenants has a unique, very substantial and immeasurable value to the Company and its affiliates and that the Employee has sufficient assets and skills to provide a livelihood while such covenants remain in force. The Employee further covenants that the Employee will not challenge the reasonableness or enforceability of any of the covenants set forth in this Section 9. It is also agreed that each of the Company’s affiliates will have the right to enforce all of the Employee’s obligations to that affiliate under this Agreement, including without limitation pursuant to this Section 9.

  • Reasonableness In the event that the provisions of this Section 10 shall ever be deemed to exceed the time, scope or geographic limitations permitted by applicable laws, then such provisions shall be reformed to the maximum time, scope or geographic limitations, as the case may be, permitted by applicable laws.

  • Effectiveness of this Agreement This Agreement shall become effective upon the execution and delivery hereof by the parties hereto.

  • Expenses of the Offering The Company covenants and agrees with the several Underwriters that the Company will pay or cause to be paid the following: (i) the fees, disbursements and expenses of the Company’s counsel and accountants in connection with the registration of the Securities under the Securities Act, and all other expenses in connection with the preparation, printing and filing of the Registration Statement, any Preliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus and any Time of Sale Information and (except as otherwise expressly provided in Section 5(g) hereof) amendments and supplements thereto and the mailing and delivering of copies thereof to the Underwriters and any other broker-dealers participating in the distribution of the Securities; (ii) the cost of printing or producing any Agreement among Underwriters, this Agreement, any Pricing Agreement, any Indenture, any Blue Sky and Legal Investment Memoranda and any other documents reasonably required in connection with the offering, purchase, sale and delivery of the Securities; (iii) any fees charged by securities rating services for rating the Securities; (iv) any filing fees incident to any required review by the Financial Industry Regulatory Authority, Inc. of the terms of the sale of the Securities; (v) the cost of preparing the Securities; (vi) the fees and expenses of any Trustee and any agent of the Trustee and the fees and disbursements of counsel for any Trustee in connection with any Indenture and the Securities; and (vii) all other costs and expenses incident to the performance of its obligations hereunder which are not otherwise specifically provided for in this Section. It is understood, however, that, except as provided in this Section, Section 9 and Section 12 hereof, the Underwriters will pay all of their own costs and expenses, including the fees of their counsel, transfer taxes on resale of any of the Securities by them, and any advertising expenses connected with any offers they may make.

  • General Expenses Related to the Offering The Company hereby agrees to pay on each of the Closing Date and the Option Closing Date, if any, to the extent not paid at Closing Date, all expenses incident to the performance of the obligations of the Company under this Agreement, including, but not limited to: (i) the preparation, printing, filing and mailing (including the payment of postage with respect to such mailing) of the Registration Statement, the Preliminary Prospectus and/or the final Prospectus and the printing and mailing of this Agreement and related documents, including the cost of all copies thereof and any amendments thereof or supplements thereto supplied to the Underwriters in quantities as may be required by the Underwriters; (ii) the printing, engraving, issuance and delivery of the Units, and the Class A Common Stock and Warrants included in the Units, including any transfer or other taxes payable thereon; (iii) if the public securities are not listed on a national securities exchange, the qualification of the Public Securities under state or foreign securities or Blue Sky laws, including the costs of printing and mailing the “Preliminary Blue Sky Memorandum,” and all amendments and supplements thereto, fees and disbursements for counsel of the Representative’s choice retained for such purpose; (iv) filing fees incurred in registering the Offering with FINRA (including all Public Offering System filing fees); (v) fees and disbursements of the transfer and warrant agent; (vi) the Company’s expenses associated with “road show” marketing “due diligence” meetings arranged by the Representative (none of which will be received or paid on behalf of an underwriter and related person); (vii) the preparation of leather bound volumes and Lucite cube or similar commemorative items in a style as reasonably requested by the Representative; (viii) background checks on the Company’s directors, director nominees and executive officers as requested by the Representative; (ix) transfer taxes, all fees and any expenses and fees incurred by the Representative’s counsel, transfer and warrant agent and registrar fees; and (x) all other reasonable costs and expenses incident to the performance of its obligations hereunder which are not otherwise specifically provided for in this Section 3.12.1. The Representative may deduct from the net proceeds of the Offering payable to the Company on the Closing Date, or the Option Closing Date, if any, the expenses set forth above to be paid by the Company to the Representative and others, as agreed to by the Company in writing; provided, however, that such fees and expenses deducted from the net proceeds of the Offering payable to the Company shall not exceed $100,000 in the aggregate (less any amounts previously paid).

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