Fees and Costs. Agent shall have received all fees, costs and expenses of Agent in connection with this Sixth Amendment including costs and fees of counsel to Agent and the Lenders.

Costs and Fees. The prevailing party (as determined by the arbitrator or other trier of fact) in any dispute resolved under [Section 23(a)] shall be entitled to be indemnified and held harmless by the other party thereto for all costs incurred in the arbitration or litigation, including but not limited to the cost of the record or transcripts thereof, arbitration or court fees, reasonable attorneys’ and expert witnesses’ costs and fees, and all other costs and fees incurred therein.

Costs and Fees. Any Affiliate or Approved Fund that is assigned any portion of any Commitment or Loan hereunder will not charge the Borrowers any fees or costs in connection with any funding obligations, including the funding of Alternative Currencies, that are higher than those charged by the assigning Lender. Nothing in this [clause (x)] shall otherwise be deemed to alter or affect in any manner the Company’s reimbursement obligations under [Article II] in respect of such assignee.

In the event that a party commences a legal proceeding (including arbitration pursuant to [Section 14.2] of this Agreement) to enforce its rights under this Agreement, the substantially prevailing party shall be entitled to recover its attorneys’ fees and costs from the non-prevailing party or parties, including those incurred in any arbitration, bankruptcy or appeal procedure.

Costs, Fees and Expenses. In consideration of Agent’s and each Lender’s agreement to enter into this Amendment, Borrowers shall be responsible for the payment of all reasonable costs, fees and expenses of Agent’s counsel incurred in connection with the preparation of this Amendment and any related documents. All such costs, fees and expenses shall be paid with proceeds of Revolving Loans.

Escrow Fees and Costs. ​ and Seller jointly and severally agree to pay the fees and expenses (including reasonable and documented attorneys’ fees and indemnity amounts) of the Escrow Agent for the services to be rendered by the Escrow Agent pursuant to this Agreement in accordance with the fee schedule attached as [Exhibit B] hereto, provided that ​ and Seller further agree, solely as between themselves, that each shall pay 50% of such fees and expenses. The obligations of ​ and Seller under this Section shall survive any termination of this Agreement and the resignation or removal of Escrow Agent.

This letter may be executed in any number of counterparts, each of which shall be an original and all of which shall together form one and the same agreement.

Each Party shall be responsible for their own legal fees and costs with respect to this Agreement, the EZ CLONE litigation, and all claims and assertions made in the EZ CLONE litigation or released under this Agreement and resolution thereof, including but not limited to those incurred in connection with the negotiation, preparation and entering into of this Agreement. In any action to enforce this Agreement, the prevailing party shall be entitled to recover its reasonable fees and costs incurred in connection with the action to enforce the Agreement.

Attorneys' Fees and Costs. If either Party breaches any of the terms of this Agreement or any post-termination obligations articulated/referenced in it, to the extent authorized by California law, the non-prevailing party as determined by a Court of competent jurisdiction, will be responsible for payment of all reasonable attorneys' fees and costs incurred in the course of enforcing the terms of the Agreement, including demonstrating the existence of a breach and any other contract enforcement efforts.

Costs and Attorneys’ Fees. The Parties agree that in the event of a material breach of any provision of this Agreement, the arbitrator may, under the proceedings described in paragraph 20 below, award the non-breaching party all costs and attorneys’ fees incurred in conjunction with enforcement of this Agreement, to the extent permitted by law.

Fees. Co-Borrowers shall pay to Bank:

Fees. ​ shall have received all fees payable to ​ and Lenders on or prior to the Closing Date hereunder, including pursuant to [Article III] hereof and the Fee Letter;

Fees. Landlord will not charge Tenant a supervision, coordination or administrative fee in connection with construction of the Tenant Improvement Work, provided that Tenant shall reimburse Landlord for any reasonable, out-of-pocket costs incurred by Landlord in reviewing the Space Plan, the Preliminary Plans, the Final Working Drawings and Plan Modifications, as set forth in [Section 2.2.7].

Fees. Agent shall have received the fees required to be paid per the Fee Letter;

Fees. The Borrower shall, without duplication, pay to the Arrangers and the Administrative Agent the fees described in the Fee Letters in the amounts and at the times specified in the Fee Letters. ​ shall pay to the Lenders that portion of such fees paid to it by the Borrower that represent the upfront fees specified in the Fee Letters as being payable to such Lenders. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.

Fees. In order to induce Lender to enter into this Seventh Amendment, Borrowers agree to pay Lender an amendment fee in the amount of ​. Said amendment fee shall be due and payable on the date of this Seventh Amendment and, upon payment, shall be fully earned and nonrefundable.

Fees. Receipt by the Administrative Agent, MLPF&S and the Lenders of any fees required to be paid on or before the date of this Amendment.

Fees. As full and complete compensation for satisfactory performance of the Services, Company shall pay provider the fees and other compensation set forth in the applicable SOW. Provider shall be entitled to reimbursement of out-of-pocket expenses directly related to performing the Services, subject to Company’s prior written approval of such expenses. Out-of-pocket expenses shall include reasonable and verifiable coach class travel, hotel accommodations and meal expenses that are incurred by Provider and are directly related to the Services. All such expenses shall be reimbursed at cost; no mark-up shall be permitted. Any individual expense in excess of ​ shall require the prior written approval of Company.

Fees. (a) The Borrower agrees to pay to the Administrative Agent, for the account of each Revolving Lender, for each day:

Fees. The Service Provider shall charge the Company on an hourly basis according to the hourly rates agreed by the Parties, from time to time, to account for each hour that any Contract Employee performs services to the Company or its customers, as the case may be, (the “Fees”). The Service Provider shall require each Contract Employee working on matters for the Company to document the hours worked on such matters and, by the close of business on the last day of each calendar month, to report the total hours worked for the Company during the prior month to the Service Provider and the Company. The Company further agrees to reimburse the Service Provider for all other direct costs or out of pocket expenses incurred in connection with the rendering of such services; provided, that, appropriate documentation of any such expenses and any pre-approval for expenses over ​ are provided to the Company. The Service Provider shall then present the Company with an invoice for the total Fees on (or the next business day following) the last day of each month, or as otherwise mutually agreed upon by the Company and the Service Provider. The parties agree that fees are to be updated on a semi-annual basis by the Service Provider with the written consent of the Company. Any outstanding Fees shall be payable in arrears within thirty (30) days of terminating this Agreement.