Common use of Termination Fees and Expenses Clause in Contracts

Termination Fees and Expenses. After this Agreement is ----------------------------- terminated by the Company pursuant to Section 8.1(f) hereof or by the Parent pursuant to Section 8.1(e), (f) or (g) hereof, the Company shall pay to the Parent by wire transfer to an account designated by the Parent, within one business day after receipt of a request therefor, an amount equal to the sum of (a) $2,250,000 and (b) the lesser of (i) $2,000,000 and (ii) all actual out-of- pocket costs and expenses of the Parent and Purchaser incurred in connection with this Agreement and the transactions contemplated hereby, including, without limitation, legal, professional and service fees and expenses and any such costs and expenses of the Parent and the Purchaser incurred in connection with the enforcement of their respective rights hereunder and under the Parent Stock Option.