Grouped Into 149 Collections of Similar Clauses From Business Contracts
This page contains Expenses clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Expenses. At the Closing, the Company shall reimburse the Advisor for all reasonable and documented costs and out-of-pocket expenses incurred by the Advisor (including reasonable and documented fees and disbursements of outside counsel) in connection with the performance of its services hereunder up to a maximum amount of $5,000 in the aggregate. Reimbursable expenses shall be due and payable to the Advisor by wire transfer at the Closing from the Trust Account. 1 3. Company Cooperation. (a) The Company w...ill cooperate with the Advisor as may be necessary for the efficient performance by the Advisor of its obligations hereunder, including, but not limited to, providing to the Advisor and its counsel, on a timely basis, all documents and information regarding the Company and Target that the Advisor may reasonably request or that are otherwise relevant to the Advisor's performance of its obligations hereunder (collectively, the "Information"); making the Company's management, auditors, consultants and advisors available to the Advisor; and, using commercially reasonable efforts to provide the Advisor with reasonable access to the management, auditors, suppliers, customers, consultants and advisors of Target. The Company will promptly notify the Advisor of any change in facts or circumstances or new developments affecting the Company or Target or that might reasonably be considered material to the Advisor's engagement hereunder. (b) The Advisor shall not share with third parties any Information, presentations and/or materials about the Company, its shareholders and/or affiliates, the initial Business Combination and any Targets, to the extent that any such information is not already provided to the public in a Registration Statement unless the Advisors obtain the Company's prior written approval (which may be provided via email).View More
Expenses. At the Closing, the Company shall reimburse the Advisor for all reasonable and documented costs and out-of-pocket expenses incurred by the Advisor (including reasonable and documented fees and disbursements of outside counsel) in connection with the performance of its services hereunder up to a maximum amount of $5,000 in the aggregate. Reimbursable expenses shall be due and payable to the Advisor by wire transfer at the Closing from the Trust Account. $20,000. 1 3. Company Cooperation. (a) The ...Company will cooperate with provide full cooperation to the Advisor as may be necessary for the efficient performance by the Advisor of its obligations hereunder, including, but not limited to, providing to the Advisor and its counsel, on a timely basis, all documents and information regarding the Company and Target that the Advisor may reasonably request or that are otherwise relevant to the Advisor's performance of its obligations hereunder (collectively, the "Information"); making the Company's management, auditors, suppliers, customers, consultants and advisors available to the Advisor; and, using commercially reasonable efforts to provide the Advisor with reasonable access to the management, auditors, suppliers, customers, consultants and advisors of Target. The Company will promptly notify the Advisor of any change in facts or circumstances or new developments affecting the Company or Target or that might reasonably be considered material to the Advisor's engagement hereunder. (b) The Advisor shall not share with third parties any Information, presentations and/or materials about the Company, its shareholders and/or affiliates, the initial Business Combination and any Targets, to the extent that any such information is not already provided to the public in a Registration Statement unless the Advisors obtain the Company's prior written approval (which may be provided via email).View More
Expenses. At the Closing, the Company shall reimburse the Advisor up to $20,000 for all its reasonable and documented costs and out-of-pocket expenses incurred by the Advisor (including reasonable and documented its fees and disbursements of outside counsel) in connection with the performance of its services hereunder up to a maximum amount hereunder; provided, however, all expenses in excess of $5,000 in the aggregate. aggregate shall be subject to the Company's prior written approval, which approval wil...l not be unreasonably withheld. Reimbursable expenses shall be due and payable to the Advisor by wire transfer at the Closing from the Trust Account. 1 3. Company Cooperation. (a) The Company will cooperate with the Advisor as may be necessary for the efficient performance by the Advisor of its obligations hereunder, including, but not limited to, providing to the Advisor and its counsel, on a timely basis, all documents and information regarding the Company and Target that the Advisor may reasonably request or that are otherwise relevant to the Advisor's performance of its obligations hereunder (collectively, the "Information"); making the Company's management, auditors, consultants and advisors available to the Advisor; and, using commercially reasonable efforts to provide the Advisor with reasonable access to the management, auditors, suppliers, customers, consultants and advisors of Target. The Company will promptly notify the Advisor of any change in facts or circumstances or new developments affecting the Company or Target or that might reasonably be considered material to the Advisor's engagement hereunder. (b) The Advisor shall not share with third parties any Information, presentations and/or materials about the Company, its shareholders and/or affiliates, the initial Business Combination and any Targets, to the extent that any such information is not already provided to the public in a Registration Statement unless the Advisors obtain the Company's prior written approval (which may be provided via email).View More
Expenses. At the Closing, the Company shall reimburse the Advisor up to $20,000 for all its reasonable and documented costs and out-of-pocket expenses incurred by (including the Advisor (including reasonable and documented fees and disbursements of outside its counsel) in connection with the performance of its services hereunder up to a maximum amount hereunder; provided, however, all expenses in excess of $5,000 in the aggregate. aggregate shall be subject to the Company's prior written approval, which a...pproval will not be unreasonably withheld. Reimbursable expenses shall be due and payable to the Advisor by wire transfer at the Closing from the Trust Account. 1 2 3. Company Cooperation. (a) The Company will cooperate with the Advisor as may be necessary for the efficient performance by the Advisor of its obligations hereunder, including, but not limited to, providing to the Advisor and its counsel, on a timely basis, all documents and information regarding the Company and Target that the Advisor may reasonably request or that are otherwise relevant to the Advisor's performance of its obligations hereunder (collectively, the "Information"); making the Company's management, auditors, consultants and advisors available to the Advisor; and, using commercially reasonable efforts to provide the Advisor with reasonable access to the management, auditors, suppliers, customers, consultants and advisors of Target. The Company will promptly notify the Advisor of any change in facts or circumstances or new developments affecting the Company or Target or that might reasonably be considered material to the Advisor's engagement hereunder. (b) The Advisor shall not share with third parties any Information, presentations and/or materials about the Company, its shareholders and/or affiliates, the initial Business Combination and any Targets, to the extent that any such information is not already provided to the public in a Registration Statement unless the Advisors obtain the Company's prior written approval (which may be provided via email).View More
Expenses. Each Guarantor shall pay on demand all out-of-pocket expenses (including reasonable attorneys' fees and expenses) in any way relating to the enforcement or protection of the Administrative Agent's rights under this Guaranty or in respect of the Guaranteed Obligations, including any incurred during any "workout" or restructuring in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the Administrative Agent in any proceeding under... any Debtor Relief Laws. The obligations of each Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty.View More
Expenses. Each Guarantor The Guarantors shall pay on Agent's demand all Creditors' out-of-pocket expenses (including reasonable attorneys' fees and expenses) in any way relating to the enforcement or protection of the Administrative Agent's Creditor's rights under this Guaranty or in respect of the Guaranteed Obligations, including any incurred during any "workout" or restructuring in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the...Administrative Agent Creditors in any proceeding under any Debtor Relief Laws. The obligations of each Guarantor the Guarantors under this paragraph Section 11 shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty. View More
Expenses. Each Guarantor The Guarantors shall jointly and severally pay on demand all out-of-pocket expenses (including reasonable attorneys' fees and expenses) in any way relating incurred by the Lender and each other Secured Party to the enforcement or protection extent the Borrower would be required to do so pursuant to Section 9.3 of the Administrative Agent's rights under this Guaranty or in respect of the Guaranteed Obligations, Credit Agreement, including any incurred during any "workout" or restru...cturing in respect of the Guaranteed Obligations and any incurred in the preservation, protection or enforcement of any rights of the Administrative Agent a Secured Party in any proceeding under with respect to any Debtor Relief Laws. The obligations of each Guarantor under this paragraph shall survive the payment in full of the Guaranteed Obligations and termination of this Guaranty. View More
Expenses. Each Guarantor The Guarantors shall pay on demand all out-of-pocket expenses (including reasonable attorneys' fees and expenses) in any way relating to the enforcement or protection of the Administrative Agent's Secured Parties' rights under this Guaranty or in respect of the Guaranteed Secured Obligations, including any incurred during any "workout" or restructuring in respect of the Guaranteed Secured Obligations and any incurred in the preservation, protection or enforcement of any rights of ...the Administrative Agent Secured Parties in any proceeding under any Debtor Relief Laws. The obligations of each Guarantor the Guarantors under this paragraph shall survive the payment in full of the Guaranteed Secured Obligations and termination of this Guaranty. View More
Expenses. The Company will reimburse you for reasonable travel, entertainment or other expenses incurred by you in furtherance of or in connection with the performance of your duties hereunder, in accordance with the Company's expense reimbursement policies and practices as in effect from time to time.
Expenses. The Company will reimburse you for reasonable travel, entertainment or other expenses incurred by you in furtherance of or in connection with the performance of your duties hereunder, in accordance with the Company's expense reimbursement policies and practices policy as in effect from time to time.
Expenses. The Company will reimburse you for reasonable travel, entertainment or other expenses incurred by you in furtherance of or in connection with the performance of your duties hereunder, in accordance with the Company's expense reimbursement policies and practices policy as in effect from time to time.
Expenses. The Company will reimburse you for reasonable travel, entertainment or other expenses incurred by you in furtherance of or in connection with the performance of your duties hereunder, in accordance with the Company's expense reimbursement policies and practices policy as in effect from time to time.
Expenses. a. In addition to the compensation paid to the Advisor pursuant to Section 10, the Company or the Operating Partnership shall pay directly or reimburse the Advisor for all the expenses paid or actually incurred by the Advisor or its Affiliates in connection with the services it provides to the Company and the Operating Partnership pursuant to this Agreement, including, the following: (i) Organization and Offering Expenses, including third-party due diligence fees related to the Primary Offering,... as set forth in detailed and itemized invoices; provided, however, that the Company shall not reimburse the Advisor to the extent such reimbursement would cause the total amount of Organization and Offering Expenses paid by the Company and the Operating Partnership to exceed two percent (2.0%) of the Gross Proceeds raised in all Primary Offerings; 11 (ii) Acquisition Expenses, subject to the limitations set forth in Section 10(b), including Insourced Acquisition Expenses, subject to the limitations set forth in Section 10(g); (iii) the actual cost of goods and services used by the Company and obtained from Persons not Affiliated with the Advisor; (iv) interest and other costs for Financings, including discounts, points and other similar fees, taxes and assessments on income of the Company or Investments, and accounting fees, legal fees, closing and other similar costs; (v) costs associated with insurance required in connection with the business of the Company or by the Board; (vi) expenses of managing and operating Investments owned by the Company, whether payable to an Affiliate of the Company or a non-affiliated Person; (vii) all expenses in connection with payments to the Directors for attending meetings of the Board and Stockholders; (viii) expenses associated with a Listing, if applicable, or with the issuance and distribution of Shares, such as selling commissions and fees, advertising expenses, taxes, legal and accounting fees, listing and registration fees; (ix) expenses connected with payments of Distributions; (x) the costs of maintaining compliance by the Company with all federal, state and local rules and regulations or any other regulatory agency; (xi) costs and expenses incurred in contracting with third parties on behalf of the Company; (xii) expenses of organizing, revising, amending, converting, modifying or terminating the Company, the Operating Partnership or any subsidiary thereof or the Articles of Incorporation, Bylaws or governing documents of the Operating Partnership or any subsidiary of the Company or the Operating Partnership; (xiii) expenses of maintaining communications with Stockholders, including the cost of preparation, printing, and mailing annual reports and other Stockholder reports, proxy statements and other reports required by governmental entities; (xiv) administrative service expenses, including all costs and expenses incurred by Advisor or its Affiliates in fulfilling its duties hereunder, including reasonable salaries and wages, benefits and overhead of all employees directly involved in the performance of such services; provided, however, that no reimbursement shall be made for costs of such employees of the Advisor or its Affiliates to the extent that such employees perform services for which the Advisor receives an Acquisition Fee and that the Company will not pay the Advisor for salaries and benefits paid to the executive officers of the Company; and (xv) costs of legal, tax, accounting, consulting, auditing and other similar services rendered for the Company by providers retained by the Advisor. b. Commencing six (6) months after the initial release of Offering proceeds from escrow in the Company's initial Offering, expenses incurred by the Advisor on behalf of the Company and the Operating Partnership or in connection with the services provided by the Advisor hereunder and payable pursuant to this Section 11 shall be reimbursed (excluding Insourced Acquisition Expenses which shall be paid as described in Section 10(g)(i) of this Agreement), no less than monthly, to the Advisor. 12 12. OTHER SERVICES. Should the Board request that the Advisor or any director, officer or employee thereof render services for the Company and the Operating Partnership other than set forth in Section 3 , such services shall be separately compensated at such customary rates and in such customary amounts as are agreed upon by the Advisor and the Board, including a majority of the Independent Directors, subject to the limitations contained in the Articles of Incorporation, and shall not be deemed to be services pursuant to the terms of this Agreement.View More
Expenses. a. (a) Expenses. In addition to the compensation paid to the Advisor Service Provider pursuant to Section 10, the Company or the Operating Partnership shall pay directly or reimburse the Advisor Service Provider for all the following expenses paid or actually incurred by the Advisor Service Provider or its Affiliates in connection with the services Services it provides to the Company and the Operating Partnership pursuant to this Agreement, including, the following: (i) Organization and Offering... Expenses, including third-party due diligence fees related to the Primary Offering, as set forth in detailed and itemized invoices; provided, however, that the Company shall not reimburse the Advisor Agreement to the extent such reimbursement would cause expenses are reasonable and documented out-of-pocket expenses, provided, however, that all such expenses in respect of the total amount of Organization and Offering period prior to the Transition Date shall not exceed $100,000: (i) Acquisition Expenses paid in connection with an acquisition approved by the Company and the Operating Partnership to exceed two percent (2.0%) of the Gross Proceeds raised in all Primary Offerings; 11 Board; (ii) Acquisition Expenses, subject to the limitations set forth in Section 10(b), including Insourced Acquisition Expenses, subject to the limitations set forth in Section 10(g); (iii) the actual cost of goods and services used by the Company and obtained from Persons entities not Affiliated with Service Provider, including property management and leasing fees and expenses; 14 (iii) fees and costs (including interest costs) payable to third parties incurred by Service Provider in connection with (A) loans to be made to the Advisor; Company, the Operating Partnership or any of their subsidiaries, (B) negotiations with investment banking firms and broker-dealers on behalf of the Company, the Operating Partnership or any of their subsidiaries, or (C) loans obtained for the Company, the Operating Partnership or any of their subsidiaries; (iv) interest and other costs for Financings, including discounts, points and other similar fees, taxes and assessments on income of the Company or Investments, and accounting fees, legal fees, closing and other similar costs; Assets; (v) costs associated with insurance required in connection with the business of the Company or by the Board; (vi) expenses of managing and operating Investments Assets owned by the Company, whether other than those payable to Service Provider or an Affiliate of the Company or a non-affiliated Person; Service Provider; (vii) all expenses in connection with payments to the Directors for attending meetings of the Board and Stockholders; (viii) expenses associated with a Listing, if applicable, or with the issuance and distribution of Shares, such as selling commissions and fees, advertising expenses, taxes, legal and accounting fees, listing and registration fees; (ix) expenses connected with payments of Distributions; (x) the costs of maintaining compliance by the Company with all federal, state and local rules and regulations or any other regulatory agency; (xi) costs and expenses incurred in contracting with third parties on behalf of the Company; (xii) (ix) expenses of organizing, revising, amending, converting, modifying modifying, terminating or terminating dissolving the Company, the Operating Partnership or any subsidiary thereof or revising, amending, modifying or terminating the Articles of Incorporation, Bylaws or governing documents of the Operating Partnership or any subsidiary of the Company or the Operating Partnership; (xiii) (x) expenses of maintaining communications with Stockholders, including the cost of preparation, printing, and mailing of annual reports and other Stockholder reports, proxy statements and other reports required by governmental entities; (xiv) (xi) audit, accounting and legal fees; and (xii) prior to the Transition Date, expenses in connection with any travel incurred in connection with providing the Services. For the avoidance of doubt, Service Provider hereby acknowledges that no internal selling, general or administrative service expenses, including all costs and expenses incurred by Advisor expense of Service Provider or its Affiliates in fulfilling its duties hereunder, Affiliates, including reasonable salaries and wages, benefits and overhead of all employees directly involved in the performance of such services; provided, however, that no reimbursement or overhead, shall be made for costs due, payable or reimbursable to Service Provider or any of such employees its Affiliates. (b) Payment of the Advisor or its Affiliates to the extent that such employees perform services for which the Advisor receives an Acquisition Fee and that the Company will not pay the Advisor for salaries and benefits paid to the executive officers of the Company; and (xv) costs of legal, tax, accounting, consulting, auditing and other similar services rendered for the Company by providers retained by the Advisor. b. Commencing six (6) months after the initial release of Offering proceeds from escrow in the Company's initial Offering, expenses Expenses. Expenses incurred by the Advisor Service Provider on behalf of the Company and the Operating Partnership or in connection with the services provided by the Advisor hereunder and payable pursuant to this Section 11 shall be reimbursed (excluding Insourced Acquisition Expenses which shall be paid as described in Section 10(g)(i) of this Agreement), no less than monthly, monthly to Service Provider. (c) Audit Committee. The audit committee of the Advisor. 12 Board shall have the authority to review in advance the payment of expenses to Service Provider pursuant to this Section 11. 15 12. OTHER SERVICES. Should the Board request that the Advisor Service Provider or any director, officer Affiliate thereof or employee thereof any of their respective officers or employees render services for the Company and the Operating Partnership other than those set forth in Section 3 , 3, such services shall be separately compensated at such customary rates and in such customary amounts as are agreed upon by the Advisor Service Provider and the Board, including a majority of the Independent Directors, subject to the limitations contained in Section 10(d) and the Articles of Incorporation, and shall not be deemed to be services Services pursuant to the terms of this Agreement. View More
Expenses. a. (a) In addition to the compensation paid to the Advisor pursuant to Section 10, Paragraph 9 hereof and subject to the Company limitations below, the Corporation or the Operating Partnership shall pay directly or reimburse the Advisor for all of the expenses paid or actually incurred by the Advisor or its Affiliates in connection with the services it provides to the Company Corporation and the Operating Partnership pursuant to this Agreement, including, but not limited to: (i) Up to 2.0% of Gr...oss Proceeds from all Offerings as Organization and Offering Expense reimbursements. The Advisor will use all or a portion of this reimbursement to pay for the following: (i) Corporation's Organization and Offering Expenses, including third-party due diligence fees related to certain distribution-related expenses of the Primary Offering, as set forth in detailed Dealer Manager and itemized invoices; provided, however, that the Company shall not reimburse Soliciting Dealers. The Advisor or an Affiliate of the Advisor to will be responsible for the extent such reimbursement would cause the total amount of cumulative Organization and Offering Expenses paid of all Offerings to the extent that such expenses exceed the amount remaining from the 2.0% Organization and Offering Expense reimbursements from all Offerings, without recourse against or reimbursement by the Company and the Operating Partnership to exceed two percent (2.0%) of the Gross Proceeds raised in all Primary Offerings; 11 Corporation; (ii) Acquisition Expenses, subject to the limitations set forth in Section 10(b), including Insourced Acquisition Expenses, subject to the limitations set forth in Section 10(g); Expenses; (iii) the actual cost of goods and services used by the Company Corporation and obtained from Persons not Affiliated affiliated with the Advisor; Advisor, other than Acquisition Expenses, including brokerage fees paid in connection with the purchase and sale of any securities; (iv) interest and other costs for Financings, borrowed money, including discounts, points and other similar fees, fees; (v) taxes and assessments on income of the Company Corporation or Investments, Assets and accounting fees, legal fees, closing and any other similar costs; (v) taxes otherwise imposed on the Corporation; (vi) costs associated with insurance required in connection with the business of the Company Corporation or by the Board; (vi) officers and Directors; (vii) expenses of managing and operating Investments Assets owned by the Company, Corporation, whether payable to an Affiliate of the Company Corporation or a non-affiliated Person; (vii) (viii) all expenses in connection with payments to the Directors for attending and meetings of the Board Directors and Stockholders; (viii) (ix) expenses associated with a Listing, if applicable, or with the issuance and distribution of Shares, such as selling commissions and fees, advertising expenses, taxes, legal and accounting fees, listing and registration fees; (ix) applicable; (x) expenses connected with payments of Distributions; (x) the costs of maintaining compliance Distributions in cash or otherwise made or caused to be made by the Company with all federal, state and local rules and regulations or any other regulatory agency; Corporation to the Stockholders; 13 (xi) costs and expenses incurred in contracting with third parties on behalf of the Company; (xii) expenses of organizing, revising, amending, converting, modifying modifying, or terminating the Company, the Operating Partnership or any subsidiary thereof Corporation or the Articles of Incorporation, Bylaws or governing documents of the Operating Partnership or any subsidiary of the Company or the Operating Partnership; (xiii) Charter; (xii) expenses of maintaining communications with Stockholders, including the cost of preparation, printing, and mailing annual reports and other Stockholder reports, proxy statements and other reports required by governmental entities; (xiv) administrative service expenses, including all (xiii) personnel (and related employment) costs and expenses overhead (including, but not limited to, allocated rent paid to both third parties and an affiliate of the Advisor, equipment, utilities, insurance, travel and entertainment, and other costs) incurred by the Advisor or its Affiliates in fulfilling its duties hereunder, including reasonable salaries and wages, performing the services described in Section 3 hereof, including, but not limited to, total compensation, benefits and other overhead of all employees directly involved in the performance of such services; provided, however, that no reimbursement shall be made for costs of such employees of the Advisor or its Affiliates personnel to the extent that such employees personnel perform services in transactions for which the Advisor receives an Acquisition Fee a separate fee; (xiv) audit, accounting and that legal fees and other fees for professional services relating to the Company will not pay operations of the Corporation and all such fees incurred at the request, or on behalf of, the Independent Directors or any committee of the Board of Directors; (xv) out-of-pocket costs for the Corporation to comply with all applicable laws, regulations and ordinances; and (xvi) all other costs incurred by the Advisor for salaries and benefits paid to the executive officers of the Company; and (xv) costs of legal, tax, accounting, consulting, auditing and other similar services rendered for the Company by providers retained by the Advisor. b. Commencing six (6) months after the initial release of Offering proceeds from escrow in the Company's initial Offering, expenses performing its duties hereunder. (b) Expenses incurred by the Advisor on behalf of the Company Corporation and the Operating Partnership or in connection with the services provided by the Advisor hereunder and payable pursuant to this Section 11 Paragraph 10 shall be reimbursed (excluding Insourced Acquisition Expenses which shall be paid as described in Section 10(g)(i) of this Agreement), no less than monthly, monthly to the Advisor. 12 12. OTHER SERVICES. Should The Advisor shall prepare a statement documenting the Board request that expenses of the Advisor or any director, officer or employee thereof render services for the Company Corporation and the Operating Partnership other than set forth in Section 3 , such services shall be separately compensated at such customary rates and in such customary amounts as are agreed upon by the Advisor and the Board, including a majority calculation of the Independent Directors, subject Asset Management Fee during each quarter, and shall deliver such statement to the limitations contained in Corporation and the Articles Operating Partnership within 45 days after the end of Incorporation, and shall not be deemed to be services pursuant to the terms of this Agreement. each quarter. View More
Expenses. a. (a) In addition to the compensation paid to the Advisor pursuant to Section 10, Paragraph 9 hereof and subject to the Company limitations set forth in this Paragraph 10 and in Paragraph 12, the Corporation or the Operating Partnership shall pay directly or reimburse the Advisor for all of the expenses paid or actually incurred by the Advisor or its Affiliates in connection with the services it provides to the Company Corporation and the Operating Partnership pursuant to this Agreement, includ...ing, but not limited to: (i) Up to 2.0% of Gross Proceeds from all Offerings as Organization and Offering Expense reimbursements. The Advisor will use all or a portion of this reimbursement to pay for the following: (i) Corporation's Organization and Offering Expenses, including third-party due diligence fees related to certain distribution-related expenses of the Primary Offering, as set forth in detailed Dealer Manager and itemized invoices; provided, however, that the Company shall not reimburse Soliciting Dealers. The Advisor or an Affiliate of the Advisor to will be responsible for the extent such reimbursement would cause the total amount of cumulative Organization and Offering Expenses paid of all Offerings to the extent that such expenses exceed the amount remaining from the 2.0% Organization and Offering Expense reimbursements from all Offerings, without recourse against or reimbursement by the Company and the Operating Partnership to exceed two percent (2.0%) of the Gross Proceeds raised in all Primary Offerings; 11 Corporation; (ii) Acquisition Expenses, subject to the limitations set forth in Section 10(b), including Insourced Acquisition Expenses, subject to the limitations set forth in Section 10(g); Expenses; (iii) the actual cost of goods and services used by the Company Corporation and obtained from Persons not Affiliated affiliated with the Advisor; Advisor, other than Acquisition Expenses, including brokerage fees paid in connection with the purchase and sale of any securities; (iv) interest and other costs for Financings, borrowed money, including discounts, points and other similar fees, fees; (v) taxes and assessments on income of the Company Corporation or Investments, Assets and accounting fees, legal fees, closing and any other similar costs; (v) taxes otherwise imposed on the Corporation; (vi) costs associated with insurance required in connection with the business of the Company Corporation or by the Board; (vi) officers and Directors; (vii) expenses of managing and operating Investments Assets owned by the Company, Corporation, whether payable to an Affiliate of the Company Corporation or a non-affiliated Person; (vii) (viii) all expenses in connection with payments to the Directors for attending and meetings of the Board Directors and Stockholders; (viii) (ix) expenses associated with a Listing, if applicable, or with the issuance and distribution of Shares, such as selling commissions and fees, advertising expenses, taxes, legal and accounting fees, listing and registration fees; (ix) applicable; (x) expenses connected with payments of Distributions; (x) the costs of maintaining compliance Distributions in cash or otherwise made or caused to be made by the Company with all federal, state and local rules and regulations or any other regulatory agency; Corporation to the Stockholders; 15 (xi) costs and expenses incurred in contracting with third parties on behalf of the Company; (xii) expenses of organizing, revising, amending, converting, modifying modifying, or terminating the Company, the Operating Partnership or any subsidiary thereof Corporation or the Articles of Incorporation, Bylaws or governing documents of the Operating Partnership or any subsidiary of the Company or the Operating Partnership; (xiii) Charter; (xii) expenses of maintaining communications with Stockholders, including the cost of preparation, printing, and mailing annual reports and other Stockholder reports, proxy statements and other reports required by governmental entities; (xiv) administrative service expenses, including all (xiii) personnel (and related employment) costs and expenses overhead (including, but not limited to, allocated rent paid to both third parties and an affiliate of the Advisor, equipment, utilities, insurance, travel and entertainment, and other costs) costs incurred by the Advisor or its Affiliates in fulfilling its duties hereunder, including reasonable salaries and wages, performing the services described in Paragraph 3 hereof, including, but not limited to, total compensation, benefits and other overhead of all employees directly involved in the performance of such services; provided, however, that no reimbursement shall be made for costs of such employees of the Advisor or its Affiliates personnel to the extent that such employees personnel perform services in transactions for which the Advisor receives an Acquisition Fee a separate fee; (xiv) audit, accounting and that legal fees and other fees for professional services relating to the Company will not pay operations of the Corporation and all such fees incurred at the request, or on behalf of, the Independent Directors or any committee of the Board of Directors; (xv) out-of-pocket costs for the Corporation to comply with all applicable laws, regulations and ordinances; and (xvi) all other costs incurred by the Advisor for salaries and benefits paid to the executive officers of the Company; and (xv) costs of legal, tax, accounting, consulting, auditing and other similar services rendered for the Company by providers retained by the Advisor. b. Commencing six (6) months after the initial release of Offering proceeds from escrow in the Company's initial Offering, expenses performing its duties hereunder. (b) Expenses incurred by the Advisor on behalf of the Company Corporation and the Operating Partnership or in connection with the services provided by the Advisor hereunder and payable pursuant to this Section 11 Paragraph 10 shall be reimbursed (excluding Insourced Acquisition Expenses which shall be paid as described in Section 10(g)(i) of this Agreement), no less than monthly, monthly to the Advisor. 12 12. OTHER SERVICES. Should The Advisor shall prepare a statement documenting the Board request that expenses of the Advisor or any director, officer or employee thereof render services for the Company Corporation and the Operating Partnership other than set forth in Section 3 , such services shall be separately compensated at such customary rates and in such customary amounts as are agreed upon by the Advisor and the Board, including a majority calculation of the Independent Directors, subject Asset Management Fee during each quarter, and shall deliver such statement to the limitations contained in Corporation and the Articles Operating Partnership within 45 days after the end of Incorporation, and shall not be deemed to be services pursuant to the terms of this Agreement. each quarter. View More
Expenses. Except as otherwise expressly provided herein, all costs and expenses, including, without limitation, fees and disbursements of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the Party incurring such costs and expenses, whether or not the Closing shall have occurred.
Expenses. Except as otherwise expressly provided herein, herein or in the Termination and Settlement Agreement, all costs and expenses, including, without limitation, including fees and disbursements of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated hereby Note shall be paid by the Party party incurring such costs and expenses, whether or not the Closing shall have occurred. expenses.
Expenses. Except as otherwise expressly provided herein, all All costs and expenses, including, without limitation, fees and disbursements of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated hereby hereby, shall be paid by the Party party incurring such costs and expenses, whether or not the Closing shall have occurred.
Expenses. Except as otherwise expressly provided herein, all costs and expenses, including, without limitation, including fees and disbursements of counsel, financial advisors and accountants, incurred in connection with this Agreement and the transactions contemplated hereby Transactions shall be paid by the Party party incurring such costs and expenses, whether or not the Closing shall have occurred.
Expenses. Each party shall be responsible for its own fees and expenses (including the fees and expenses of investment bankers, accountants and counsel) in connection with the entering into of this Support Agreement, the performance of its obligations hereunder and the consummation of the transactions contemplated hereby; provided, that in the event of any Action arising out of or relating to this Support Agreement, the non-prevailing party in any such Action will pay its own expenses and the reasonable d...ocumented out-of-pocket expenses, including reasonable attorneys' fees and costs, reasonably incurred by the prevailing party.View More
Expenses. Each party The Sponsor shall be responsible for its own fees and expenses (including the fees and expenses of investment bankers, accountants and counsel) in connection with the entering into of this Sponsor Support Agreement, the performance of its obligations hereunder and the consummation of the transactions contemplated hereby; hereby, and the payment of the fees and expenses of the Company and Parent in connection herewith shall be governed by the provisions of Section 11.5 (Expenses) of th...e Merger Agreement, which is incorporated herein by reference; provided, that in the event of any Action arising out of or relating to this Sponsor Support Agreement, the non-prevailing party in any such Action will pay its own expenses and the reasonable documented out-of-pocket expenses, including reasonable attorneys' fees and costs, reasonably incurred by the prevailing party. View More
Expenses. Each party shall be responsible for its own fees and expenses (including the fees and expenses of investment bankers, accountants and counsel) in connection with the entering into of this Parent Support Agreement, the performance of its obligations hereunder and the consummation of the transactions contemplated hereby; hereby, and the payment and/or reimbursement of the fees and expenses of the Company and Parent in connection herewith shall be governed by the provisions of Section 11.5 (Expense...s) of the Merger Agreement, which is incorporated herein by reference; provided, that in the event of any Action arising out of or relating to this Parent Support Agreement, the non-prevailing party in any such Action will pay its own expenses and the reasonable documented out-of-pocket expenses, including reasonable attorneys' fees and costs, reasonably incurred by the prevailing party. View More
Expenses. Each Party shall be responsible for payment of any federal, state, or local taxes or assessments associated with the performance of its obligations under this Agreement. Unless expressly provided herein otherwise, each Party shall bear the costs and expenses of performing its obligations under this Agreement.
Expenses. (a) Except as set forth herein, each Party shall bear the costs and expenses of performing its obligations under this Agreement. (b) Each Party shall be responsible for payment of any federal, state, or local taxes or assessments associated with the performance of its obligations under this Agreement. Unless expressly provided herein otherwise, each Party shall bear the costs Agreement and expenses of performing its obligations under this Agreement. for compliance with all filing, registration a...nd other requirements with regard thereto. View More
Expenses. Each Party shall bear the costs and expenses of performing its obligations under this Agreement. Each Party shall be responsible for payment of any federal, state, or local taxes or assessments associated with the performance of its obligations under this Agreement. Unless expressly provided herein otherwise, each Party shall bear the costs Agreement and expenses of performing its obligations under this Agreement. for compliance with all filing, registration and other requirements with regard th...ereto. View More
Expenses. Each (a)Each Party shall bear the costs and expenses of performing its obligations under this Agreement, unless expressly provided otherwise in the Program Documents. (b)Each Party shall be responsible for payment of any federal, state, or local taxes or assessments associated with the performance of its obligations under this Agreement. Unless expressly provided herein otherwise, each Party shall bear the costs and expenses of performing its obligations under this Agreement.
Expenses. All fees and expenses incurred in connection with the negotiation and execution of this Agreement and the transactions contemplated hereby shall be paid by the Party incurring such fees and expenses, whether or not the Merger or the transactions contemplated by this Agreement are consummated.
Expenses. All fees and expenses incurred in connection with the negotiation and execution of this Agreement herewith and the transactions contemplated hereby shall be paid by the Party party incurring such fees and expenses, whether or not the Merger or the transactions contemplated by this Agreement Mergers are consummated.
Expenses. All fees and expenses incurred in connection with the negotiation and execution of this Agreement Amendment and the transactions contemplated hereby shall be paid by the Party incurring such fees and expenses, whether or not the Merger or the transactions contemplated by this Agreement Amendment are consummated.
Expenses. All fees and expenses incurred in connection with the negotiation and execution of transactions contemplated by this Agreement and the transactions contemplated hereby shall will be paid by the Party party to this Agreement incurring such fees and or expenses, whether or not the Merger or the transactions contemplated by this Agreement are consummated.
Expenses. All fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs and expenses. Vertex Energy, Inc. – Series B Preferred Stock Exchange Agreement 9. Savings Clause. If any provision of this Agreement is prohibited by law or held to be unenforceable, the remaining provisions hereof shall not be affected, and this Agreement shall continue in full force and effect as if such unenforceable provision ...had never constituted a part hereof, and the unenforceable provision shall be automatically amended so as best to accomplish the objectives of such unenforceable provision within the limits of applicable law.View More
Expenses. All fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs and expenses. Vertex Energy, Inc. – Series B Preferred Stock Exchange Agreement AgreementCarrhae & Co FBO Wasatch Micro Cap Value Fund 9. Savings Clause. If any provision of this Agreement is prohibited by law or held to be unenforceable, the remaining provisions hereof shall not be affected, and this Agreement shall continue in fu...ll force and effect as if such unenforceable provision had never constituted a part hereof, and the unenforceable provision shall be automatically amended so as best to accomplish the objectives of such unenforceable provision within the limits of applicable law. View More
Expenses. All fees, costs and expenses incurred in connection with this Agreement and the transactions contemplated hereby shall be paid by the party incurring such fees, costs and expenses. Vertex Energy, Monaker Group, Inc. – Series B Preferred Stock Exchange Agreement IFEB Exchangee Page 7 of 9 12. Savings Clause. If any provision of this Agreement is prohibited by law or held to be unenforceable, the remaining provisions hereof shall not be affected, and this Agreement shall continue in full force and... effect as if such unenforceable provision had never constituted a part hereof, and the unenforceable provision shall be automatically amended so as best to accomplish the objectives of such unenforceable provision within the limits of applicable law. View More
Expenses. Company shall promptly reimbursement Employee for travel related expenses incurred in the ordinary course of providing services outlined in this agreement. Reimbursable expenses shall not be limited to but shall include costs of airfare, hotels, business meals when traveling, and mileage reimbursement. Employee shall provide a formal accounting of all expenses including receipts on a monthly basis for approval and payment. Payment will be deposited into an account nominated by the Employee in wr...iting within 30 days after submission.View More
Expenses. Company shall promptly reimbursement Employee for all reasonable travel related expenses incurred in the ordinary course of providing services outlined in this agreement. Agreement. Reimbursable expenses shall not be limited to but shall include reasonable costs of airfare, hotels, business meals when traveling, and mileage reimbursement. Employee shall provide a formal accounting of all expenses including receipts on a monthly basis for approval and payment. Payment will be deposited into an ac...count nominated by the Employee in writing within 30 days after submission.View More
Expenses. Company shall promptly reimbursement Employee for travel related all reasonable and approved expenses incurred in the ordinary course of providing services outlined in this agreement. Agreement. Reimbursable expenses shall not be limited to but shall include reasonable costs of airfare, hotels, business meals when traveling, and mileage reimbursement. Employee shall provide a formal accounting of all expenses including receipts on a monthly basis for approval and payment. Payment will be deposit...ed into an account nominated by the Employee in writing within 30 days after submission.View More