Expenses Clause Example with 349 Variations from Business Contracts
This page contains Expenses clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Expenses. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all other fees or expenses in connection with the preparation... 19 and filing of the Registration Statement, any preliminary prospectus, the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company and amendments and supplements to any of the foregoing, including all printing costs associated therewith, and the mailing and delivering of copies thereof to the Underwriters and dealers, in the quantities hereinabove specified, (ii) all costs and expenses related to the transfer and delivery of the Shares to the Underwriters, including any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky or Legal Investment memorandum in connection with the offer and sale of the Shares under state securities laws and all expenses in connection with the qualification of the Shares for offer and sale under state securities laws as provided in Section 6(g) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky or Legal Investment memorandum, (iv) all filing fees and the reasonable fees and disbursements of counsel to the Underwriters incurred in connection with the review and qualification of the offering of the Shares by the Financial Industry Regulatory Authority (provided that the amount payable by the Company with respect to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses in connection with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, (vi) the cost of printing certificates representing the Shares, if applicable, (vii) the costs and charges of any transfer agent, registrar or depositary, (viii) the costs and expenses of the Company relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Shares, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges and expenses associated with printing this Agreement and (x) all other costs and expenses incident to the performance of the obligations of the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except as provided in this Section, Section 9 entitled "Indemnity and Contribution" and the last paragraph of Section 11 below, the Underwriters will pay all of their costs and expenses, including fees and disbursements of their counsel, stock transfer taxes payable on resale of any of the Shares by them and any advertising expenses connected with any offers they may make.View More
Variations of a "Expenses" Clause from Business Contracts
Expenses. Whether or not the transactions contemplated in this Agreement hereby are consummated or this Agreement becomes effective or is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: following: (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all other fees or expe...nses in connection with the preparation 19 preparation, printing and filing of the Registration Statement, any preliminary prospectus, Statement and the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Prospectus and amendments and supplements to any of the foregoing, including all printing costs associated therewith, thereto and the mailing and delivering of copies thereof and of any Preliminary Prospectus to the Underwriters and dealers, in dealers; (ii) the quantities hereinabove specified, (ii) all costs and expenses related to the transfer printing and delivery (including postage, air freight charges and charges for counting and packaging) of such copies of the Shares to Registration Statement, the Underwriters, including any transfer or other taxes payable thereon, (iii) Prospectus, each Preliminary Prospectus, the cost Time of printing or producing any Sale Information, the Blue Sky memoranda, the Master Agreement Among Underwriters, this Agreement, the Selected Dealers Agreement and all amendments or Legal Investment memorandum supplements to any of them as may be reasonably requested for use in connection with the offer offering and sale of the Shares under state securities laws and Shares; (iii) consistent with the provisions of Section 5(h), all expenses in connection with the qualification of the Shares for offer offering and sale under state securities laws as provided in Section 6(g) hereof, or Blue Sky Laws, including filing reasonable attorneys' fees and out-of-pocket expenses of the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with therewith; (iv) the Blue Sky or Legal Investment memorandum, (iv) all filing fees incident to securing any required review by FINRA of the fairness of the terms of the sale of the Shares and the reasonable fees and disbursements of the Underwriters' counsel relating thereto up to a total of $10,000; (v) the Underwriters incurred in connection with the review and qualification of the offering of the Shares by the Financial Industry Regulatory Authority (provided that the amount payable by the Company with respect to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses in connection associated with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, Nasdaq; (vi) the cost of printing certificates representing the Shares, if applicable, preparing any stock certificates; (vii) the costs and charges of any transfer agent, registrar agent or depositary, registrar; (viii) the costs and expenses cost of the Company relating to investor presentations on any "road show" undertaken tax stamps, if any, in connection with the marketing issuance and delivery of the offering of Shares to the Shares, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), respective Underwriters; (ix) the document production charges and expenses associated with printing this Agreement and (x) all other fees, costs and expenses incident referred to in Item 13 of the Registration Statement; and (x) the transportation, lodging, graphics and other expenses incidental to the performance of Company's preparation for and participation -20- in the obligations of "roadshow" for the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except offering contemplated hereby. Except as provided in this Section, Section 9 entitled "Indemnity 7 and Contribution" and the last paragraph of in Section 11 below, 8 hereof, the Underwriters will shall pay all of their costs and own expenses, including the fees and disbursements of their counsel, stock transfer taxes payable on resale of any of counsel. In addition, in the Shares by them and any advertising expenses connected with any offers they may make. event that the proposed offering is terminated for the reasons set forth in Section 5(k) hereof, the Company agrees to reimburse the Underwriters as provided in Section 5(k). View More
Expenses. Whether or not the transactions contemplated in this Agreement hereby are consummated or this Agreement becomes effective or is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: following: (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all other fees or expe...nses in connection with the preparation 19 preparation, printing and filing of the Registration Statement, any preliminary prospectus, Statement and the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Prospectus and amendments and supplements to any of the foregoing, including all printing costs associated therewith, thereto and the mailing and delivering of copies thereof and of any Preliminary Prospectus to the Underwriters and dealers, in dealers; (ii) the quantities hereinabove specified, (ii) all costs and expenses related to the transfer printing and delivery (including postage, air freight charges and charges for counting and packaging) of such copies of the Shares to Registration Statement, the Prospectus, each Preliminary Prospectus, the Time of Sale Information, the Blue Sky memoranda, any agreement among the Underwriters, including this Agreement and all amendments or supplements to any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky or Legal Investment memorandum them as may be reasonably requested for use in connection with the offer offering and sale of the Shares under state securities laws and Shares; (iii) consistent with the provisions of Section 5.1(i), all expenses in connection with the qualification of the Shares for offer offering and sale under state securities laws as provided in Section 6(g) hereof, or Blue Sky laws, including filing reasonable attorneys' fees and out-of-pocket expenses of the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with therewith; (iv) the Blue Sky or Legal Investment memorandum, (iv) all filing fees incident to securing any required review by FINRA of the fairness of the terms of the sale of the Shares and the reasonable fees and disbursements of counsel up to the Underwriters incurred in connection with the review and qualification $7,500 of the offering of Underwriters' counsel relating thereto; (v) the Shares by the Financial Industry Regulatory Authority (provided that the amount payable by the Company with respect to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses in connection associated with listing the preparation and filing shares of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, Nasdaq; (vi) the cost of printing certificates representing the Shares, if applicable, preparing stock certificates; (vii) the costs and charges of any transfer agent, registrar agent or depositary, registrar; (viii) the costs and expenses cost of the Company relating to investor presentations on any "road show" undertaken tax stamps, if any, in connection with the marketing issuance and delivery of the offering Firm Shares to the respective Underwriters; (ix) all other fees, costs and expenses referred to in Item 13 of the Shares, including, without limitation, Registration Statement; and (x) the transportation, lodging, graphics and other expenses associated with incidental to the Company's preparation or dissemination for and participation in the "roadshow" for the offering contemplated hereby. The Selling Stockholders shall pay the cost of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged taxes in connection with the road show presentations with the prior approval issuance and delivery of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges and expenses associated with printing this Agreement and (x) all other costs and expenses incident Additional Shares to the performance of the obligations of the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except respective Underwriters. Except as provided in this Section, Section 9 entitled "Indemnity 7 and Contribution" and the last paragraph of in Section 11 below, 8 hereof, the Underwriters will shall pay all of their costs and own expenses, including the fees and disbursements of their counsel, stock transfer taxes payable on resale of any of counsel and their own roadshow transportation and lodging expenses. In addition, in the Shares by them and any advertising expenses connected with any offers they may make. event that the proposed offering is terminated for the reasons set forth in Section 5.1(l) hereof, the Company agrees to reimburse the Underwriters as provided in Section 5.1(l). View More
Expenses. Whether or not the transactions contemplated in this Agreement hereby are consummated or this Agreement becomes effective or is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: following: (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all other fees or expe...nses in connection with the preparation 19 preparation, printing and filing of the Registration Statement, any preliminary prospectus, Statement and the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Prospectus and amendments and supplements to any of the foregoing, including all printing costs associated therewith, thereto and the mailing and delivering of copies thereof and of any Preliminary Prospectus to the Underwriters Underwriter and dealers, in dealers; (ii) the quantities hereinabove specified, (ii) all costs and expenses related to the transfer printing and delivery (including postage, air freight charges and charges for counting and packaging) of such copies of the Shares to Registration Statement, the Underwriters, including any transfer or other taxes payable thereon, (iii) Prospectus, each Preliminary Prospectus, the cost Time of printing or producing any Sale Information, the Blue Sky memoranda, this Agreement, the Selected Dealers Agreement and all amendments or Legal Investment memorandum supplements to any of them as may be reasonably requested for use in connection with the offer offering and sale of the Shares under state securities laws and Shares; (iii) consistent with the provisions of Section 5(j), all expenses in connection with the qualification of the Shares for offer offering and sale under state securities laws as provided in Section 6(g) hereof, or Blue Sky laws, including filing reasonable attorneys' fees and out-of-pocket expenses of the reasonable and documented fees and disbursements of counsel for the Underwriters Underwriter in connection with such qualification and in connection with therewith; (iv) the Blue Sky or Legal Investment memorandum, (iv) all filing fees and the reasonable fees and disbursements of counsel incident to the Underwriters incurred in connection with the securing any required review and qualification by FINRA of the offering fairness of the Shares by terms of the Financial Industry Regulatory Authority (provided that sale of the amount payable by Shares; (v) the Company with respect to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses in connection associated with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, Nasdaq; (vi) the cost of printing certificates representing the Shares, if applicable, preparing any stock certificates; (vii) the costs and charges of any transfer agent, registrar agent or depositary, registrar; (viii) the costs and expenses cost of the Company relating to investor presentations on any "road show" undertaken tax stamps, if any, in connection with the marketing issuance and delivery of the offering Shares to the Underwriter; (ix) all other fees, costs and expenses referred to in Item 13 of the Shares, including, without limitation, Registration Statement; and (x) the transportation, lodging, graphics and other expenses associated with incidental to the Company's preparation or dissemination of for and participation in any electronic road show, expenses associated with "roadshow" for the production of road show slides offering contemplated hereby. Except as provided in this Section 9 and graphics, in Section 10 hereof, the Underwriter shall pay its own expenses, including the fees and expenses disbursements of any consultants engaged their counsel. In addition, in connection with the road show presentations with event that the prior approval of proposed offering is terminated for the Company, travel and lodging expenses of the representatives and officers of reasons set forth in Section 5(m) hereof, the Company agrees to reimburse the Underwriter as provided in Section 5(m); provided that no expense will be reimbursed more than once. The Selling Stockholders, severally and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost not jointly, will pay or cause to be paid by the Underwriters), (ix) the document production charges and expenses associated with printing this Agreement and (x) all other costs and expenses incident to the performance of their respective obligations under this Agreement, including (x) the obligations fees and expenses of any custodian or attorney-in-fact and expenses associated with communications with and collection of documents from the Selling Stockholders, (ii) any stamp duties, capital duties and stock transfer taxes, if any, payable upon the sale of the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except as provided in this Section, Section 9 entitled "Indemnity Firm Secondary Shares to be sold by the Selling Stockholders to the Underwriter, and Contribution" and (iii) the last paragraph of Section 11 below, the Underwriters will pay all of their costs and expenses, including fees and disbursements of their respective counsel, stock transfer taxes payable on resale of any of the Shares by them accountants and any advertising expenses connected with any offers they may make. other advisors. View More
Expenses. Whether (a) The Company agrees with the Underwriters that it will pay or cause to be paid the following, whether or not the transactions contemplated in this Agreement hereunder are consummated or this Agreement is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: terminated: (i) the fees, disbursements and expenses of the Company's its counsel and the Company's accountants in connection with the... registration and delivery of the Shares Notes under the Securities Act and all other fees or expenses in connection with the preparation 19 preparation, printing and filing of the Registration Statement, any preliminary prospectus, the Time of Sale Preliminary Prospectus, the Prospectus, Disclosure Package, the Prospectus and any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Free Writing Prospectus and amendments and supplements to any of the foregoing, including all printing costs associated therewith, thereto, and the mailing and delivering of copies thereof to the Underwriters and dealers, in the quantities hereinabove specified, dealers; (ii) all costs and expenses related to the transfer and delivery of the Shares to the Underwriters, including any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky or Legal Investment memorandum reproducing documents in connection with the offer offering, purchase, sale and sale delivery of the Shares under state securities laws and Notes in accordance with the terms of this Agreement; (iii) all expenses in connection with the qualification of the Shares Notes for offer offering and sale under state securities laws as provided in Section 6(g) 5(f) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky or Legal Investment memorandum, (iv) all filing fees and the reasonable fees and disbursements of counsel to the Underwriters incurred in connection with the review and qualification of the offering of the Shares by the Financial Industry Regulatory Authority (provided that the Company shall only be responsible for paying costs, fees and expenses incurred under this clause (iii) in an aggregate amount payable not to exceed $15,000); (iv) the filing fees incident to securing any required review by FINRA of the Company with respect to terms of the sale of the Notes; (v) the fees and expenses of the Trustee, including the reasonable and documented fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses Trustee in connection with the preparation Indenture and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, Notes; (vi) the cost of printing certificates representing the Shares, if applicable, (vii) the costs and charges of any transfer agent, registrar or depositary, (viii) the costs and expenses of the Company relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Shares, Notes, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives graphics and officers of the Company and any such consultants, and one-half Company; (vii) all fees, relating to the inclusion of the cost of any aircraft chartered in connection with Notes for listing and quotation on the road show (the remaining half NASDAQ Global Select Market; (viii) all costs and expenses related to the transfer and delivery of the cost Notes to be paid the Underwriters, including any transfer or other taxes payable thereon; (ix) any fees charged by the Underwriters), (ix) rating agencies for the document production charges rating of the Notes, (x) documented fees and expenses associated with printing this Agreement disbursements of counsel for the Underwriters up to an amount not to exceed $100,000 (in addition to reimbursement under clause (iii)) and (x) (xi) all other costs and expenses incident to the performance of the its obligations of the Company hereunder for which provision is are not otherwise made specifically provided for in this Section. Section 7. It is understood, however, that except as provided in this Section, Section 7, and in Section 9 entitled "Indemnity and Contribution" and the last paragraph of Section 11 below, 12 hereof, the Underwriters will pay all of their own costs and expenses. 19 (b) If the sale of the Notes provided for herein is not consummated because of any refusal, inability or failure on the part of the Company to perform any agreements herein or comply with the provisions hereof other than by reason of a default by the Underwriters, the Company will be responsible for and will reimburse the Underwriters upon demand, for all reasonable and documented out-of-pocket expenses, including reasonable fees and disbursements of their counsel, stock transfer taxes payable on resale of any actually incurred by the Underwriters in connection with the proposed purchase, sale and delivery of the Shares by them and any advertising expenses connected with any offers they may make. Notes. View More
Expenses. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company Partnership agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: (i) the fees, disbursements and expenses of the Company's Partnership's counsel and the Company's Partnership's accountants in connection with the 25 registration and delivery of the Shares Units under the Securities Act and all other fe...es or expenses in connection with the preparation 19 and filing of the Registration Statement, any preliminary prospectus, Preliminary Prospectus, the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Partnership, and amendments and supplements to any of the foregoing, including all printing costs associated therewith, and the mailing and delivering of copies thereof to the Underwriters and dealers, in the quantities hereinabove specified, (ii) all costs and expenses related to the transfer and delivery of the Shares Units to the Underwriters, including any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky securities or Legal Investment "blue sky" memorandum in connection with the offer and sale of the Shares Units under state the securities laws of the jurisdictions in which the Units may be offered or sold and all expenses in connection with the qualification of the Shares Units for offer and sale under state such securities laws as provided in Section 6(g) 6(k) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky or Legal Investment memorandum, a "blue sky" memorandum (in an amount not to exceed $10,000), (iv) all filing fees and the reasonable fees and disbursements of counsel to the Underwriters incurred in connection with the review and qualification of the offering of the Shares Offering by the Financial Industry Regulatory Authority (provided that the FINRA (in an amount payable by the Company with respect not to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), $25,000), (v) all fees and expenses in connection with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares Units on the NYSE, NASDAQ, (vi) the cost of printing certificates representing the Shares, if applicable, Units, (vii) the costs and charges of any transfer agent, registrar or depositary, (viii) the costs and expenses of the Company Partnership relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Shares, Offering, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, Partnership, travel and lodging expenses of the representatives and officers of the Company Partnership Entities and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges and expenses associated with printing this Agreement Agreement, (x) reasonable, documented out-of-pocket expenses incurred by the Underwriters incurred in connection with the Offering, including, but not limited to, reasonable attorney's fees; provided, that the Partnership shall only be required to pay up to $150,000 of aggregate expenses incurred by the Underwriters pursuant to subclauses (ii), (iii) (iv) and (x) of this Section 7, and (xi) all other costs and expenses incident to the performance of the obligations of the Company Partnership Parties hereunder for which provision is not otherwise made in this Section. It is understood, however, that except Except as provided in this Section, Section 9 entitled "Indemnity and Contribution" and the last paragraph of Section 11 below, expressly set forth herein, the Underwriters will pay all of their own costs and expenses, including fees and disbursements of their counsel, stock transfer taxes payable on resale of any of the Shares Units by them and any advertising expenses connected with any offers they may make. Notwithstanding the above, if the sale of the Units provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 5 is not satisfied, because of any termination of this Agreement by the Underwriters pursuant to Section 9(a) or Section 9(c) hereof or because of any refusal, inability or failure on the part of any Partnership Party to perform any obligation or covenant hereunder or comply with any provision hereof other than by reason of a default by any of the Underwriters, 26 then the Partnership Parties will reimburse the Underwriters or such Underwriters as have so terminated this Agreement with respect to themselves, severally, through the Representatives on demand for all out-of-pocket expenses up to $150,000 (including fees and disbursements of counsel) reasonably incurred by such Underwriters in connection with this Agreement or in furtherance of the Offering. View More
Expenses. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company Partnership agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: (i) the fees, disbursements and expenses of the Company's Partnership's counsel and the Company's Partnership's accountants in connection with the registration and delivery of the Shares Units under the Securities Act and all other fees ...or expenses in connection with the preparation 19 and filing of the Registration Statement, any preliminary prospectus, Preliminary Prospectus, the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Partnership, and amendments and supplements to any of the foregoing, including all printing costs associated therewith, and the mailing and delivering of copies thereof to the Underwriters and dealers, in the quantities hereinabove specified, (ii) all costs and expenses related to the transfer and delivery of the Shares Units to the Underwriters, including any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky securities or Legal Investment "blue sky" memorandum in connection with the offer and sale of the Shares Units under state the securities laws of the jurisdictions in which the Units may be offered or sold and all expenses in connection with the qualification of the Shares Units for offer and sale under state such securities laws as provided in Section 6(g) 6(j) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky or Legal Investment memorandum, a "blue sky" memorandum (in an amount not to exceed $10,000), (iv) all filing fees and the reasonable fees and disbursements of counsel to the Underwriters incurred in connection with the review and qualification of the offering of the Shares Offering by the Financial Industry Regulatory Authority (provided that the FINRA (in an amount payable by the Company with respect not to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), $25,000), (v) all fees and expenses in connection with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares Units on the NYSE, NASDAQ, (vi) the cost of printing certificates representing the Shares, if applicable, Units, (vii) the costs and charges of any transfer agent, registrar or depositary, (viii) the costs and expenses of the Company Partnership relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Shares, Offering, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, Partnership, travel and lodging expenses of the representatives and officers of the Company Partnership Entities and any such 28 consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges and expenses associated with printing this Agreement Agreement, (x) reasonable, documented out-of-pocket expenses incurred by the Underwriters in connection with the Offering, including, but not limited to, reasonable attorney's fees; provided that the Partnership shall only be required to pay up to $50,000 of aggregate expenses incurred by the Underwriters pursuant to subclauses (ii), (iii), (iv) and (x) of this Section 7, and (xi) all other costs and expenses incident to the performance of the obligations of the Company Partnership Parties hereunder for which provision is not otherwise made in this Section. It is understood, however, that except Section 7. Except as provided in this Section, Section 9 entitled "Indemnity and Contribution" and the last paragraph of Section 11 below, expressly set forth herein, the Underwriters will pay all of their own costs and expenses, including fees and disbursements of their counsel, stock transfer taxes payable on resale of any of the Shares Units by them and any advertising expenses connected with any offers they may make. Notwithstanding the above, if the sale of the Units provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 5 is not satisfied, because of any termination of this Agreement by the Underwriters pursuant to Section 9(a) or Section 9(c) hereof or because of any refusal, inability or failure on the part of any Partnership Party to perform any obligation or covenant hereunder or comply with any provision hereof other than by reason of a default by any of the Underwriters, then the Partnership Parties will reimburse the Underwriters or such Underwriters as have so terminated this Agreement with respect to themselves, severally, through the Representatives on demand for all out-of-pocket expenses up to $50,000 (including fees and disbursements of counsel) reasonably incurred by such Underwriters in connection with this Agreement or in furtherance of the Offering. View More
Expenses. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company Partnership agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: (i) the fees, disbursements and expenses of the Company's Partnership's counsel and the Company's Partnership's accountants in connection with the registration and delivery of the Shares Units under the Securities Act and all other fees ...or expenses in connection with the preparation 19 and filing of the Registration Statement, any preliminary prospectus, Preliminary Prospectus, the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Partnership, and amendments and supplements to any of the foregoing, including all printing costs associated therewith, and the mailing and delivering of copies thereof to the Underwriters and dealers, in the quantities hereinabove specified, (ii) all costs and expenses related to the transfer and delivery of the Shares Units to the Underwriters, including any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky securities or Legal Investment "blue sky" memorandum in connection with the offer and sale of the Shares Units under state the securities laws of the jurisdictions in which the Units may be offered or sold and all expenses in connection with the qualification of the Shares Units for offer and sale under state such securities laws as provided in Section 6(g) 6(j) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky or Legal Investment memorandum, a "blue sky" memorandum (in an amount not to exceed $10,000), (iv) all filing fees and the reasonable fees and disbursements of counsel to the Underwriters incurred in connection with the review and qualification of the offering of the Shares Offering by the Financial Industry Regulatory Authority (provided that the FINRA (in an amount payable by the Company with respect not to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), $25,000), (v) all fees and expenses in connection with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares Units on the NYSE, 25 NASDAQ, (vi) the cost of printing certificates representing the Shares, if applicable, Units, (vii) the costs and charges of any transfer agent, registrar or depositary, (viii) the costs and expenses of the Company Partnership relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Shares, Offering, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, Partnership, travel and lodging expenses of the representatives and officers of the Company Partnership Entities and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges and expenses associated with printing this Agreement Agreement, (x) reasonable, documented out-of-pocket expenses incurred by the Underwriters incurred in connection with the Offering, including, but not limited to, reasonable attorney's fees; provided, that the Partnership shall only be required to pay up to $50,000 of aggregate expenses incurred by the Underwriters pursuant to subclauses (ii), (iii) (iv) and (x) of this Section 7, and (xi) all other costs and expenses incident to the performance of the obligations of the Company Partnership Parties hereunder for which provision is not otherwise made in this Section. It is understood, however, that except Section 7. Except as provided in this Section, Section 9 entitled "Indemnity and Contribution" and the last paragraph of Section 11 below, expressly set forth herein, the Underwriters will pay all of their own costs and expenses, including fees and disbursements of their counsel, stock transfer taxes payable on resale of any of the Shares Units by them and any advertising expenses connected with any offers they may make. Notwithstanding the above, if the sale of the Units provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 5 is not satisfied, because of any termination of this Agreement by the Underwriters pursuant to Section 9(a) or Section 9(c) hereof or because of any refusal, inability or failure on the part of any Partnership Party to perform any obligation or covenant hereunder or comply with any provision hereof other than by reason of a default by any of the Underwriters, then the Partnership Parties will reimburse the Underwriters or such Underwriters as have so terminated this Agreement with respect to themselves, severally, through the Representatives on demand for all out-of-pocket expenses up to $50,000 (including fees and disbursements of counsel) reasonably incurred by such Underwriters in connection with this Agreement or in furtherance of the Offering. View More
Expenses. (a) Whether or not the transactions contemplated in this Agreement hereby are consummated or this Agreement becomes effective or is terminated, the Company agrees to pay or cause to be paid the following expenses incidental to the performance of its obligations under this Agreement: (i) the fees, disbursements and expenses of the Company's and the Selling Shareholders' respective counsel, and of the Company's accountants in connection with the registration of the offer and sale of the Shares und...er the Act and all other expenses in connection with the preparation, printing and filing of the Registration Statement, each Preliminary Prospectus, any Issuer Free Writing 18 Prospectus, any Written Testing-the-Waters Communication and the Prospectus and amendments and supplements thereto and the mailing and delivering of copies thereof and of any Preliminary Prospectus to the Underwriters and dealers; (ii) the printing and delivery (including postage, air freight charges and charges for counting and packaging) of such copies of the Registration Statement, the Prospectus, each Preliminary Prospectus, the Time of Sale Information and all amendments or supplements to any of them as may be reasonably requested for use in connection with the offering and sale of the Shares; (iii) consistent with the provisions of Section 5.1(j), all expenses in connection with any necessary qualification of the Shares for offering and sale under state securities laws or Blue Sky laws and the preparation, printing and distribution of a Blue Sky Memorandum, including reasonable attorneys' fees and out-of-pocket expenses of the counsel for the Underwriters in connection therewith; (iv) the filing fees incident to securing any required review by FINRA of the fairness of the terms of the sale of the Shares and the reasonable and documented fees and disbursements of up to $25,000 in respect of the Underwriters' counsel relating thereto; (v) the fees and expenses associated with listing the Shares on Nasdaq; (vi) the cost of preparing any stock certificates; (vii) the costs and charges of any transfer agent or registrar; (viii) the cost of the tax stamps, if any, in connection with the issuance and delivery of the Shares to the respective Underwriters; (ix) all other fees, costs and expenses referred to in Part II, Item 13 of the Registration Statement; (x) the transportation, lodging, graphics and other expenses incidental to the Company's preparation for and participation in the "roadshow" for the offering contemplated hereby; (xi) all fees and expenses of the Underwriters in connection with matters relating to the Directed Shares, including reasonable fees and disbursements of counsel for the Underwriters, (xii) all costs and expenses incurred by the Underwriters in connection with the printing (or reproduction) and delivery (including postage, air freight charges and charges for counting and packaging) of copies of information or materials relating to the Directed Shares; (xiii) all stamp duties, similar taxes or duties or other taxes, if any, incurred by the Underwriters in connection with the Directed Shares; and (xiv) up to $250,000, minus the amount of expenses incurred by the Underwriters and otherwise reimbursed pursuant to this Section 7(a), of all other reasonable and documented out-of-pocket costs expenses incurred by the Underwriters in connection with the offering of the Shares contemplated hereby which are not otherwise specifically provided for in this Section. Except as provided in this Section 7 and in Section 8 hereof, the Underwriters shall pay their own expenses, including the fees and disbursements of their counsel. In addition, in the event that the proposed offering is terminated for the reasons set forth in Section 5.1(m) hereof, the Company agrees to reimburse the Underwriters as provided in Section 5.1(m); provided that no expense will be reimbursed more than once. (b) Expenses of the Selling Shareholders. The Selling Shareholders, severally and not jointly, will pay or cause to be paid all expenses incident to the performance of its their respective obligations under this Agreement, including: including (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all other fees or expenses in connection with the preparation 19 and filing of the Registration Statement, any preliminary prospectus, the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company and amendments and supplements to any of the foregoing, including all printing costs associated therewith, and the mailing and delivering of copies thereof to the Underwriters and dealers, in the quantities hereinabove specified, (ii) all costs and expenses related to the transfer and delivery of the Shares to the Underwriters, including any transfer or other taxes payable thereon, (iii) the cost of printing or producing any Blue Sky or Legal Investment memorandum in connection with the offer and sale of the Shares under state securities laws and all expenses in connection with the qualification of the Shares for offer and sale under state securities laws as provided in Section 6(g) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky or Legal Investment memorandum, (iv) all filing fees and the reasonable fees and disbursements of counsel to the Underwriters incurred in connection with the review and qualification of the offering of the Shares by the Financial Industry Regulatory Authority (provided that the amount payable by the Company with respect to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses in connection with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, (vi) the cost of printing certificates representing the Shares, if applicable, (vii) the costs and charges of any transfer agent, registrar or depositary, (viii) the costs and expenses of the Company relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Shares, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges custodian or attorney-in-fact and expenses associated with printing this Agreement communications with and (x) all other costs collection of documents from Selling Shareholders, (ii) any stamp duties, capital duties and expenses incident stock transfer taxes, if any, payable upon the sale of the Shares to be sold by such Selling Shareholders to the performance of Underwriters, and (iii) the obligations of the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except as provided in this Section, Section 9 entitled "Indemnity and Contribution" and the last paragraph of Section 11 below, the Underwriters will pay all of their costs and expenses, including fees and disbursements of their respective counsel, stock transfer taxes payable on resale of any of the Shares by them accountants and any advertising expenses connected with any offers they may make. other advisors. View More
Expenses. Whether or not the transactions contemplated in this Agreement hereby are consummated or this Agreement becomes effective or is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: following: (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all 23 other fees or e...xpenses in connection with the preparation 19 preparation, printing and filing of the Registration Statement, any preliminary prospectus, Statement and the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Prospectus and amendments and supplements to any of the foregoing, including all printing costs associated therewith, thereto and the mailing and delivering of copies thereof and of any Preliminary Prospectus to the Underwriters and dealers, in dealers; (ii) the quantities hereinabove specified, (ii) all costs and expenses related to the transfer printing and delivery (including postage, air freight charges and charges for counting and packaging) of such copies of the Shares to Registration Statement, the Underwriters, including any transfer or other taxes payable thereon, (iii) Prospectus, each Preliminary Prospectus, the cost Time of printing or producing any Sale Information, the Blue Sky memoranda, and all amendments or Legal Investment memorandum supplements to any of them as may be reasonably requested for use in connection with the offer offering and sale of the Shares under state securities laws and Shares; (iii) consistent with the provisions of Section 5.1(i), all expenses in connection with the qualification of the Shares for offer offering and sale under state securities laws as provided in Section 6(g) hereof, or Blue Sky laws, including filing reasonable attorneys' fees and out-of-pocket expenses of the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with therewith; (iv) the Blue Sky or Legal Investment memorandum, (iv) all filing fees incident to securing any required review by FINRA of the fairness of the terms of the sale of the Shares and the reasonable fees and disbursements of the Underwriters' counsel to relating thereto; provided, however, that the Underwriters incurred in connection with the review aggregate attorneys' fees and qualification out-of-pocket expenses of the offering of the Shares by the Financial Industry Regulatory Authority (provided that the amount payable by the Company with respect to fees and disbursements of counsel for the Underwriters pursuant for which the Company is responsible with respect to subsections (iii) and clause (iv) shall not exceed $55,000), $30,000 in the aggregate; (v) all the fees and expenses in connection associated with the preparation and filing of the registration statement on Form 8-A relating to listing the Common Stock and all costs and expenses incident to listing the Shares on the NYSE, NASDAQ; (vi) the cost of printing certificates representing the Shares, preparing stock certificates, if applicable, any; (vii) the costs and charges of any transfer agent, registrar agent or depositary, registrar; (viii) the costs and expenses cost of the Company relating to investor presentations on any "road show" undertaken tax stamps, if any, in connection with the marketing issuance and delivery of the offering Shares to the respective Underwriters; (ix) all other fees, costs and expenses referred to in Item 13 of the Shares, including, without limitation, Registration Statement; (x) lodging, graphics and other expenses associated with incidental to the Company's preparation or dissemination of any electronic road show, expenses associated with for and participation in the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with "roadshow" for the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants, offering contemplated hereby, and one-half of the cost of any aircraft chartered (excluding any aircraft owned by any of the Underwriters, the full cost of which shall be borne by the Underwriters) in connection with the road show roadshow (the remaining half of the cost to be paid by the Underwriters), (ix) Underwriters); (xi) fees and disbursements of counsel incurred of up to $5,000 by the document production charges Underwriters in connection with the Directed Share Program and expenses associated stamp duties, similar taxes or duties or other taxes, if any, incurred by the Underwriters in connection with printing this Agreement the Directed Share Program; and (x) all other costs (xii) up to $140,000 of the reasonable fees and expenses incident disbursements of the Underwriters' counsel, which amount the Company paid prior to the performance signing of the obligations of the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except Agreement. Except as provided in this Section, Section 9 entitled "Indemnity 7 and Contribution" and the last paragraph of in Section 11 below, 8 hereof, the Underwriters will shall pay all of their own costs and expenses, including without limitation, the fees and disbursements of their counsel, stock transfer taxes payable on resale of any of the Shares by them and any advertising expenses connected with any offers they may make. In addition, in the event that the proposed offering is terminated for the reasons set forth in Section 5.1(l) hereof, the Company agrees to reimburse the Underwriters as provided in Section 5.1(l). View More
Expenses. Whether or not the transactions contemplated in this Agreement hereby are consummated or this Agreement becomes effective or is terminated, the Company agrees to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: following: (i) the fees, disbursements and expenses of the Company's counsel and the Company's accountants in connection with the registration and delivery of the Shares under the Securities Act and all other fees or expe...nses in connection with the preparation 19 preparation, printing and filing of the Registration Statement, any preliminary prospectus, Statement and the Time of Sale Prospectus, the Prospectus, any free writing prospectus prepared by or on behalf of, used by, or referred to by the Company Prospectus and amendments and supplements to any of the foregoing, including all printing costs associated therewith, thereto and the mailing and delivering of copies thereof and of any Preliminary Prospectus to the Underwriters and dealers, in dealers; (ii) the quantities hereinabove specified, (ii) all costs and expenses related to the transfer printing and delivery (including postage, air freight charges and charges for counting and packaging) of such copies of the Shares to Registration Statement, the Underwriters, including any transfer or other taxes payable thereon, (iii) Prospectus, each Preliminary Prospectus, the cost Time of printing or producing any Sale Information, the Blue Sky memoranda, this Agreement and all amendments or Legal Investment memorandum supplements to any of them as may be reasonably requested for use in connection with the offer offering and sale of the Shares under state securities laws and Shares; (iii) consistent with the provisions of Section 5(i), all expenses in connection with the qualification of the Shares for offer offering and sale under state securities laws as provided in Section 6(g) hereof, or Blue Sky laws, including filing reasonable attorneys' fees and out-of-pocket expenses of the reasonable and documented fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with therewith; (iv) the Blue Sky or Legal Investment memorandum, (iv) all filing fees incident to securing any required review by FINRA of the fairness of the terms of the sale of the Shares and the reasonable fees and disbursements of the Underwriters' counsel to relating thereto; (v) the Underwriters incurred in connection with the review and qualification of the offering of the Shares by the Financial Industry Regulatory Authority (provided that the amount payable by the Company with respect to fees and disbursements of counsel for the Underwriters pursuant to subsections (iii) and (iv) shall not exceed $55,000), (v) all fees and expenses in connection associated with the preparation and filing of the registration statement on Form 8-A relating to the Common Stock and all costs and expenses incident to listing including the Shares on the NYSE, Nasdaq; (vi) the cost of printing certificates representing the Shares, if applicable, preparing stock certificates; (vii) the costs and charges of any transfer agent, registrar agent or depositary, registrar; (viii) the costs and expenses cost of the Company relating to investor presentations on any "road show" undertaken tax stamps, if any, in connection with the marketing issuance and delivery of the offering of Shares to the Shares, including, without limitation, expenses associated with the preparation or dissemination of any electronic road show, expenses associated with the production of road show slides respective Underwriters; and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants, and one-half of the cost of any aircraft chartered in connection with the road show (the remaining half of the cost to be paid by the Underwriters), (ix) the document production charges transportation, lodging, graphics and other expenses associated with printing this Agreement and (x) all other costs and expenses incident incidental to the performance of Company's preparation for and participation in the obligations of "roadshow" for the Company hereunder for which provision is not otherwise made in this Section. It is understood, however, that except offering contemplated hereby. Except as provided in this Section, Section 9 entitled "Indemnity 7 and Contribution" and the last paragraph of in Section 11 below, 8 hereof, the Underwriters will shall pay all of their costs and own expenses, including the fees and disbursements of their counsel, stock transfer taxes payable on resale of any provided, that upon the closing of the Shares sale of the Shares, the Company shall reimburse the Underwriters for the reasonable out-of-pocket costs and expenses (including, without limitation, the fees and expenses of the Underwriters' outside attorneys) incurred by them and any advertising expenses connected with any offers they may make. the Underwriters in connection herewith, not to exceed $100,000. In addition, in the event that the proposed offering is terminated for the reasons set forth in Section 5(l) hereof, the Company agrees to reimburse the Underwriters as provided in Section 5(l), which, for the avoidance of doubt, is without duplication of the reimbursement amount to be paid under this Section 7. View More
