This example Expenses clause appears in
2 contracts
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1 company
Expenses. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the MarkWest Entities agree to pay or cause to be paid all expenses incident to the performance of its obligations under this Agreement, including: (a) the fees, disbursements and expenses of the Issuers' counsel and the Partnership's accountants in connection with the registration and delivery of the Securities under the Securities Act and all other fees or expenses in connection with... the preparation and filing of the Registration Statement (including any exhibits thereto), any Preliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus and any amendment or supplement thereto, including the filing fees payable to the Commission relating to the Securities (within the time required by Rule 456(b)(1), if applicable), all printing costs associated therewith, and the mailing and delivering of copies thereof to the Underwriter and dealers, (b) all costs and expenses related to the transfer and delivery of the Securities to the Underwriter, including any transfer or other taxes payable thereon, (c) the cost of printing or producing any Blue Sky Memorandum and all expenses in connection with the qualification of the Securities for offer and sale under state securities laws as provided in Section 5(a)(vi) hereof, including filing fees and the reasonable fees and disbursements of counsel for the Underwriter in connection with such qualification and in connection with the Blue Sky Memorandum, (d) any fees charged by rating agencies for rating the Notes, (e) the costs and charges of any transfer agent, registrar or depositary, (f) the costs and expenses of the Issuers relating to investor presentations on any "road show" undertaken in connection with the marketing of the offering of the Securities, 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, travel and lodging expenses of the representatives and officers of the MarkWest Entities and any such consultants, and the cost of any aircraft chartered in connection with the road show, (g) the fees and expenses of the Trustee and paying agent (including related fees and expenses of any counsel for such 21 parties) and (h) all other costs and expenses incident to the performance of the obligations of the MarkWest Entities hereunder for which provision is not otherwise made in this Section 6. It is understood, however, that except as provided in this Section 6 or in Section 11, the Underwriters will pay all of their costs and expenses, including fees and disbursements of their counsel, transfer taxes payable on resale of any of the Notes by them and any advertising expenses connected with any offers they may make.View More