Costs and Expenses

Tenant shall be responsible for the reasonable costs and expenses of fabricating, installing and removing such signs and sign panel pursuant to Sections 43(a), (b), and (c) hereof, which fabrication, installation and removal shall be performed by Landlord or Landlord's contractors. In addition, Tenant shall reimburse Landlord for all reasonable costs and expenses incurred by Landlord for the maintenance, operation and repair of the signs referred to in Sections 43(a), (b), and (c) hereof.

Our operations, and those of our suppliers, third party manufacturers and other contractors and consultants could be subject to earthquakes, power shortages, telecommunications failures, water shortages, floods, hurricanes, typhoons, fires, extreme weather conditions, medical epidemics and other natural or man-made disasters or business interruptions, for which we are predominantly self- insured. The occurrence of any of these business disruptions could seriously harm our operations and financial condition and increase our costs and expenses. We rely on third-party manufacturers to manufacture CaPre. Our ability to obtain supplies of CaPre could be disrupted if the operations of our manufacturers and suppliers are affected by a man-made or natural disaster or other business interruption.

Each of Parent, HospitalCo Parent and the Company shall bear its own costs and expenses incurred in connection with such filings; provided that Parent shall cause Merger Sub to pay any filing fees and associated costs for third party consultants or counsel in connection therewith and HospitalCo Parent shall cause Hospital Merger Sub to pay any filing fees and associated costs for third party consultants or counsel in connection therewith.

Except as contemplated by Section 8.9 below, each Party shall bear its own costs and expenses in connection with the execution and delivery of this Agreement and the performance hereof.

Manager shall be responsible for all costs and expenses necessary to operate and manage the Business and perform the Management Services as outlined in Schedule A, including, without limitation, all materials, inventory, equipment, vehicles, phones, computers and labor, including, without limitation, all wages, benefits (if any), taxes, withholding, workers' compensation insurance, payroll processing, uniforms, tools, training and education, and all other employee-related costs. Nothing contained herein shall be construed to be profit sharing or providing the Manager an ownership interest in the Company or any other beneficial interest which would violate the Company's obligations under applicable laws and/or the License. Nothing contained herein shall create, contemplate, or permit recourse against the individual member(s) of the Company for Management Services except as described in Schedule A.

Awarding Plaintiff and the Class their reasonable costs and expenses incurred in this action, including counsel fees and expert fees; and

In the event of any contest or dispute relating to this Agreement or the termination of Executive's employment hereunder, each of the parties shall bear its own costs and expenses.

Except as expressly set forth in this Agreement, each Party shall be solely responsible for all costs and expenses incurred by it in connection with providing or receiving the Services. Without limiting the generality of the foregoing, Provider shall be solely responsible for all costs and expenses incurred by it in connection with obtaining any third Person licenses, approvals, consents or services as required hereunder or as otherwise may be necessary for Provider to deliver the Services in accordance with this Agreement.

Each Party will pay its respective costs and expenses in connection with the negotiation, preparation, execution and implementation by each Party of the present Letter Agreement and of the final documentation and other arrangements contemplated under the present Letter Agreement (including due diligence works carried out by each Party).

Cost of revenue for fiscal 2017 increased by $20.2 million, or 40%, to $70.6 million from $50.4 million for fiscal 2016. Gross margin was 84% for fiscal 2017 and 85% for fiscal 2016. The increase in cost of revenue was related to increased demand for Impella devices and higher production volume and costs to support growing demand for our Impella devices. The decrease in gross margin was primarily due to larger number of shipments of AICs during fiscal 2017 and an increased investment in direct labor and overhead as we expand our manufacturing capacity. Research and development expenses for fiscal 2017 increased by $16.6 million, or 33%, to $66.4 million from $49.8 million in fiscal 2016. The increase in research and development expenses was primarily due to product development

Company agrees to pay any and all reasonable costs and expenses incurred by Plaintiff in enforcing the terms of this affidavit of confession of judgment, including reasonable attorneys' fees and expenses that Plaintiff incurs or is billed for in connection with enforcing the terms of the affidavit of confession of judgment, entering any Judgment, collecting upon said Judgment, and defending or prosecuting any appeals.

Awarding Plaintiff and the Class their reasonable costs and expenses incurred in this action, including counsel fees and expert fees; and

In the event of any contest or dispute relating to this Agreement or the termination of Executive's employment, each party shall bear its own costs and expenses.

Cost and expenses. Each Party will bear all the fees, costs and expenses necessary to fulfil its respective undertakings under this Clause 4.1.3.

Each party will pay its own expenses incident to preparing for, entering into and carrying out the Simplification Agreement and the consummation of the Transactions, regardless of whether the Merger will be consummated; provided, that, [Company.Name] paid the filing fees associated with the filing of the HSR Act Notification and Report Forms in connection with the Transactions, including the HSR Act Notifications and Report Forms filed by the Management Holders in connection with the Transactions. [NewCompany.Name] will reimburse [Company.Name] for 50% of the filing fees associated with the filing of the HSR Act Notification and Report Forms.

The Guarantors also agree to pay any and all costs and expenses (including reasonable attorneys' fees) incurred by the Trustee or any Holder in enforcing any rights under this Section 10.01.

Each Party shall bear its own costs and expenses and attorneys' fees and an equal share of the arbitrators' fees and any administrative fees of arbitration.

7.10 All costs and expenses relating to the QIPO including statutory filing and registration fees, and fees for advisors and managers to the QIPO, shall be borne by the Company.

Each Party will pay its respective costs and expenses in connection with the negotiation, preparation, execution and implementation by each Party of the present Letter Agreement and of the final documentation and other arrangements contemplated under the present Letter Agreement (including due diligence works carried out by each Party).

If any Breach pertains to a representation or warranty that the related Mortgage Loan documents or any particular Mortgage Loan document requires the related Mortgagor to bear the costs and expenses associated with any particular action or matter under such Mortgage Loan document(s)

The costs and expenses of compliance with this Section 3.13 by the Depositor, the Master Servicer, the Special Servicer, the Certificate Administrator, the Trustee, the Operating Advisor, the Asset Representations Reviewer and any other party hereto shall not be additional expenses of the Trust, but shall be borne by the applicable party hereto.