Except as otherwise expressly provided herein (including Section 4.05, Section 4.08, Section 5.04 and Section 5.05), each party hereto shall bear its own costs and expenses (including attorneys’ fees) incurred in connection with this Agreement and the Transactions; provided , that within five (5) Business Days after the Closing Date, the Company shall reimburse the Purchaser and its Affiliates in same day funds for their reasonable and documented out-of-pocket expenses (including fees and expenses of attorneys, accountants, investment bankers and consultants) incurred in connection with the execution of this Agreement and the purchase by the Purchaser of the Shares pursuant to this Agreement, provided that such reimbursable expenses shall not exceed $500,000 in the aggregate.