Registration Expenses Clause Example with 118 Variations from Business Contracts

This page contains Registration 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.
Registration Expenses. All fees and expenses incident to the performance of or compliance with, this Agreement by the Company shall be borne by the Company whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence shall include, without limitation, (i) all registration and filing fees (including, without limitation, fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to fili...ngs made with the Commission, (B) with respect to filings required to be made with any Trading Market on which the Common Stock is then listed for trading, and (C) in compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities and of printing prospectuses if the printing of prospectuses is reasonably requested by the Holders of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel for the Company, (v) Securities Act liability insurance, if the Company so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. In addition, the Company shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders. View More

Variations of a "Registration Expenses" Clause from Business Contracts

Registration Expenses. All fees and expenses Registration Expenses incident to the Parties' performance of or compliance with, with their respective obligations under this Agreement by the Company or otherwise in connection with any Demand Registration or Piggyback Registration (in each case, excluding any Selling Expenses) shall be borne by the Company Triangle, whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence "Registr...ation Expenses" shall include, without limitation, (i) all registration and filing fees (including, without limitation, (including fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any the Trading Market on which the Common Stock is then listed for trading, and (C) (B) in compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), "Blue Sky" laws), (ii) printing expenses (including, without limitation, (including expenses of printing certificates for Registrable Triangle Securities and of printing prospectuses if the printing of prospectuses is reasonably requested by the Holders a Holder of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel counsel, auditors and accountants for the Company, Triangle, (v) Securities Act liability insurance, if the Company Triangle so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company Triangle in connection with the consummation of the transactions contemplated by this Agreement. Agreement and (vii) all expenses relating to marketing the sale of the Registrable Securities, including expenses related to conducting a "road show." In addition, the Company Triangle shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, (including expenses payable to third parties and including all salaries and expenses of its their officers and employees performing legal or 16 accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders. Trading Market. View More
Registration Expenses. All fees and expenses incident to the Company's and the Guarantors' performance of or compliance with, their obligations under this Registration Rights Agreement by the Company (excluding any underwriting discounts and selling commissions) shall be borne by the Company and the Guarantors whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence shall include, without limitation, (i) all registration and fi...ling fees (including, without limitation, fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any the Trading Market on which the Common Stock is then listed for trading, and (C) (B) in compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), laws), (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities and of printing prospectuses if the printing of prospectuses is reasonably requested by the Holders holders of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel for the Company, and (v) Securities Act liability insurance, if the Company so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Registration Rights Agreement. In addition, the The Company shall also reimburse the Electing Holders for the reasonable fees and disbursements of a single counsel in an amount up to $10,000, who shall be responsible for all of its internal expenses incurred Lowenstein Sandler, LLP unless another firm shall be selected by the Required Holders, in connection with the consummation registration, filing or qualification pursuant to Sections 2 and 3 of the transactions contemplated by this Registration Rights Agreement (including, without limitation, all salaries and expenses of its officers and employees performing legal for each such registration, filing or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders. qualification. View More
Registration Expenses. All fees and expenses Registration Expenses incident to the Company's performance of or compliance with, with its obligations under this Agreement by the Company shall be borne by the Company Company, whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence shall include, without limitation, (i) all registration and filing fees (including, without limitation, fees and expenses of the Company's counsel and... independent registered public accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any Trading Market on which the Common Stock is then listed for trading, and (C) in compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities and of printing prospectuses if the printing of prospectuses is reasonably requested by the Holders of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel for the Company, (v) Securities Act liability insurance, if the Company so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. In addition, the Company shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, (including expenses payable to third parties and including all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on the Trading Market. The Company shall not be required to pay any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions Selling Expenses, fees of any Holder or, except counsel retained by any underwriter with respect to the extent provided for in the Transaction Documents, any legal fees Requested Underwritten Offering, or any other costs expenses of the Holders. Parties (other than the Company) not specifically required to be paid pursuant to this Section 5. View More
Registration Expenses. All fees and expenses Registration Expenses incident to the Parties' performance of or compliance with, with their respective obligations under this Agreement by the Company or otherwise in connection with any Demand Registration, Requested Underwritten Offering, Piggyback Registration or Underwritten Piggyback Offering (in each case, excluding any Selling Expenses) shall be borne by the Company Company, whether or not any Registrable Securities are sold pursuant to a Registration Statement. The... fees and expenses referred to in the foregoing sentence "Registration Expenses" shall include, without limitation, (i) (a) all registration and filing fees (including, without limitation, (including fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to filings made with the Commission, (B) (i) with respect to filings required to be made with any the Trading Market on which the Common Stock is then listed for trading, and (C) (ii) in compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), (ii) "Blue Sky" 17 laws), (b) printing expenses (including, without limitation, (including expenses of printing certificates for Registrable Company Securities and of printing prospectuses Prospectuses if the printing of prospectuses Prospectuses is reasonably requested by the Holders a Holder of a majority of the Registrable Securities included in the Registration Statement), (iii) (c) messenger, telephone and delivery expenses, (iv) (d) fees and disbursements of counsel counsel, auditors, accountants and independent petroleum engineers for the Company, (v) (e) Securities Act liability insurance, if the Company so desires such insurance, and (vi) (f) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. Agreement, (g) reasonable fees and disbursements of one counsel for the Kiko Holders and their respective Affiliates, collectively, and one counsel for the Lanai Holders and their respective Affiliates, collectively, whose Registrable Securities are included in a Registration Statement and (h) all expenses relating to marketing the sale of the Registrable Securities, including expenses related to conducting a "road show." In addition, the Company shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, (including expenses payable to third parties and including all salaries and expenses of its their officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders. Trading Market. View More
Registration Expenses. All fees and expenses incident to the performance of or compliance with, with this Agreement by the Company shall be borne by the Company whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence shall include, (including, without limitation, (i) all registration and filing fees (including, without limitation, fees and expenses of the Company's counsel and independent registered public accountants) (A) wit...h respect to filings made with the Commission, (B) with respect to filings required to be made with any Trading Market on which the Common Stock is then listed for trading, SEC, FINRA and (C) in the NYSE and (B) of compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, "Blue Sky" laws, including, without limitation, any fees and disbursements of counsel for the Company underwriters in connection with Blue Sky "Blue Sky" qualifications or exemptions of the Registrable Securities), Securities pursuant to Section 5(g), (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses Prospectuses if the printing of prospectuses Prospectuses is reasonably requested by the managing underwriters, if any, or by the Holders of a majority of the Registrable Securities included in the any Registration Statement), (iii) messenger, telephone and delivery expenses, expenses of the Company, (iv) fees and disbursements of counsel for the Company, (v) Securities Act liability insurance, if expenses of the Company so desires incurred in connection with three road shows for each Principal Investor in connection with such insurance, Principal Investors' Demand Registrations, (vi) fees and (vi) disbursements of all independent certified public accountants referred to in Section 5(m) hereof (including, without limitation, the expenses of any annual audit, special audit or "cold comfort" letters required by this Agreement) and any other persons, including special experts retained by the Company, (vii) fees and disbursements of underwriters customarily paid by issuers or sellers of securities (including, if applicable, the fees and expenses of all other Persons any "qualified independent underwriter" (and its counsel) that is required to be retained in accordance with the rules and regulations of FINRA), (viii) fees and disbursements of one separate counsel and, to the extent reasonably required, one local counsel for the Holders of Registrable Securities whose shares are included in a Registration Statement, which counsel shall be selected by the Holders of a majority of the Registrable Securities included in such Registration Statement and (ix) the reasonable fees and expenses of any special experts retained by the Company in connection with such registration (including John Burns Real Estate Consulting or a similar industry expert, to the consummation extent that the managing underwriters in an underwritten offering advise the Company that a report by such expert is advisable in connection with the marketing of such offering), and fees and expenses of other Persons retained by the transactions contemplated Company (collectively, the "Registration Expenses") shall be borne by this Agreement. the Company whether or not any Registration Statement is filed or becomes effective. In addition, the Company shall be responsible for all of pay its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting 21 duties), the expense of any annual audit and audit, the fees and expenses incurred in connection with the listing of the Registrable Securities securities to be registered on any securities exchange as required hereunder. In no event shall on which similar securities issued by the Company are then listed and rating agency fees and the fees and expenses of any Person, including special experts, retained by the Company. The Company shall not be responsible for required to pay (i) fees and disbursements of any broker counsel retained by any Holder of Registrable Securities or by any underwriter (except as set forth above in this Section 7), (ii) any underwriter's fees (including discounts, commissions or fees of underwriters, selling brokers, dealer managers or similar commissions of any Holder or, except securities industry professionals) relating to the extent provided for in the Transaction Documents, any legal fees or other costs distribution of the Holders. Registrable Securities (other than with respect to Registrable Securities sold by the Company) or (iii) any other expenses of the Holders of Registrable Securities not specifically required to be paid by the Company pursuant to the first paragraph of this Section 7. View More
Registration Expenses. All reasonable fees and expenses incident to the performance of or compliance with, with this Agreement by the Company shall be borne by the Company whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence shall include, (including, without limitation, (i) all registration and filing fees (including, without limitation, fees and expenses of the Company's counsel and independent registered public accountan...ts) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any Trading Market on which the Common Stock is then listed for trading, National Association of Securities Dealers, Inc. and (C) in (B) of compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, laws, including, without limitation, any fees and disbursements of counsel for the Company underwriters in connection with Blue Sky qualifications or exemptions of the Registrable Securities), Securities pursuant to Section 4(h), (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses Prospectuses if the printing of prospectuses Prospectuses is reasonably requested by the managing underwriters, if any, or by the Holders of a majority of the Registrable Securities included in the any Registration Statement), (iii) messenger, telephone and delivery expenses, expenses of the Company, (iv) fees and disbursements of counsel for the Company, (v) Securities Act liability insurance, if expenses of the Company so desires such insurance, and incurred in connection with any road show, (vi) fees and disbursements of all independent certified public accountants referred to in Section 4(o) hereof (including, without limitation, the expenses of all any "cold comfort" letters required by this Agreement) and any other Persons persons, including special experts retained by the Company, (vii) fees and disbursements of the counsel for the Qualified Holders and, if none of such Qualified Holders is participating in the offering, one counsel for the Holders of Registrable Securities whose shares are included in a Registration Statement (which counsel shall be selected as set forth in Section 8) shall be borne by the Company whether or not any Registration Statement is filed or becomes effective, and (viii) fees and disbursements of counsel for the Qualified Holders in connection with the consummation of the transactions contemplated by this Agreement. IPO. In addition, the Company shall be responsible for all of pay its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit and audit, the fees and expenses incurred in connection with the listing of the securities to be registered on the NYSE or such other national securities exchange on which the Common Stock is listed and rating agency fees and the fees and expenses of any Person, including special experts, retained by the Company. The Company shall not be required to pay (i) fees and disbursements of any counsel retained by any Holder of Registrable Securities on or by any underwriter (except as 19 set forth in clauses 6(i)(B), 6(vii) and 8), (ii) any underwriter's fees (including discounts, commissions or fees of underwriters, selling brokers, dealer managers or similar securities exchange as industry professionals) relating to the distribution of the Registrable Securities (other than with respect to Registrable Securities sold by the Company), or (iii) any other expenses of the Holders of Registrable Securities not specifically required hereunder. In no event shall to be paid by the Company be responsible for any broker or similar commissions of any Holder or, except pursuant to the extent provided for in the Transaction Documents, any legal fees or other costs first paragraph of the Holders. this Section 6. View More
Registration Expenses. All fees and expenses Registration Expenses incident to the Parties' performance of or compliance with, with their respective obligations under this Agreement by the Company or otherwise in connection with any Demand Registration, Requested Underwritten Offering, Piggyback Registration or Underwritten Piggyback Offering (in each case, excluding any Selling Expenses) shall be borne by the Company Company, whether or not any Registrable Securities are sold pursuant to a Registration Statement. The... fees and expenses referred to in the foregoing sentence "Registration Expenses" shall include, without limitation, (i) all registration and filing fees (including, without limitation, (including fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any the Trading Market on which the Common Stock is then listed for trading, and (C) Market, (B) in compliance with applicable state securities or Blue Sky "Blue Sky" laws reasonably agreed to by the Company in writing (including, without limitation, and (C) FINRA fees and disbursements expenses associated with any Registration Statement and the 19 FINRA filing obligations of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), any underwriter related thereto), (ii) printing expenses (including, without limitation, (including expenses of printing certificates for Registrable Company Securities and of printing prospectuses Prospectuses if the printing of prospectuses Prospectuses is reasonably requested by the Holders a Holder of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel counsel, auditors, accountants and independent petroleum engineers for the Company, (v) Securities Act liability insurance, if the Company so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. Agreement, and (vii) all expenses relating to marketing the sale of the Registrable Securities, including expenses related to conducting a "road show." In addition, the Company shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, (including expenses payable to third parties and including all salaries and expenses of its their officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders. Trading Market. View More
Registration Expenses. All fees and expenses reasonable Registration Expenses, as determined in good faith by the Company, incident to the Parties' performance of or compliance with, with their respective obligations under this Agreement by the Company (excluding any Selling Expenses) shall be borne by the Company Company, whether or not any 9 Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence "Registration Expenses" shall include, without ...limitation, (i) all registration and filing fees (including, without limitation, (including fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any the Trading Market on which the Common Stock is then listed for trading, and (C) (B) in compliance with applicable state securities or Blue Sky "Blue Sky" laws reasonably agreed to by the Company in writing (including, without limitation, or fees and disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities), Financial Industry Regulatory Authority, Inc.), (ii) printing expenses (including, without limitation, (including expenses of printing certificates for Registrable Company Securities and of printing prospectuses if the printing of prospectuses is reasonably requested by the Holders a Holder of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel counsel, auditors, independent engineers and accountants for the Company, including the expenses of any special audits or "cold comfort" letters required by or incident to such performance and compliance, (v) Securities Act liability insurance, if the Company so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. Agreement, including, but not limited to, fees of transfer agents and registrars, and (vi) all expenses relating to marketing the sale of the Registrable Securities, including expenses related to conducting a "road show." In addition, the Company shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, (including expenses payable to third parties and including all salaries and expenses of its their officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Trading Market. Notwithstanding the foregoing, the Company shall not be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs incurred by Holders in connection with the exercise of the Holders. such Holders' rights hereunder, and each Selling Holder shall pay its pro rata share of all Selling Expenses in connection with any sale of its Registrable Securities hereunder. View More
Registration Expenses. All fees and expenses Registration Expenses incident to the Parties' performance of or compliance with, with their respective obligations under this Agreement by the Company or otherwise in connection with any Demand Registration, Requested Underwritten Offering, Piggyback Registration or Underwritten Piggyback Offering (in each case, excluding any Selling Expenses) shall be borne by the Company Company, whether or not any Registrable Securities are sold pursuant to a Registration Statement. The... fees Statement or whether or not a Registration Statement is filed or becomes effective. "Registration Expenses" means all expenses incurred in connection with registrations, filings or qualifications pursuant to Section 2 and expenses referred to in the foregoing sentence shall include, without limitation, Section 3, (i) all registration and filing fees (including, without limitation, (including fees and expenses of the Company's counsel and independent registered public accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any the Trading Market on which the Common Stock is then listed for trading, and (C) Market, (B) in compliance with applicable state securities or Blue Sky "Blue Sky" laws reasonably agreed and (C) with respect to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company in connection filings with Blue Sky qualifications or exemptions of the Registrable Securities), FINRA), (ii) printing expenses (including, without limitation, (including expenses of printing certificates for Registrable Company Securities and of printing prospectuses Prospectuses if the printing of prospectuses Prospectuses is reasonably requested by the Holders a Holder of a majority of the Registrable Securities included in the Registration Statement), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel counsel, auditors, accountants and independent mining engineers and geologists for the 17 Company, (v) Securities Act liability insurance, if the Company so desires such insurance, and (vi) fees and expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. Agreement, (vii) all expenses relating to marketing the sale of the Registrable Securities, including expenses related to conducting a "road show" and (viii) reasonable fees and expenses of one counsel to the Holders reasonably acceptable to the Company and selected by the Holders that hold a majority of the Registrable Securities to be included in such filing in connection with the filing or amendment of any Registration Statement or Prospectus hereunder. In addition, the Company shall be responsible for all of its internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, (including expenses payable to third parties and all salaries and expenses of its their officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any Holder or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders. Trading Market. View More
Registration Expenses. All fees and expenses incident to the performance of or compliance with, with this Agreement by the Company shall will be borne by the Company whether or not any Registrable Securities are sold pursuant to a Registration Statement. The fees and expenses referred to in the foregoing sentence shall include, Statement including, without limitation, limitation: (i) all registration and filing fees (including, without limitation, fees and expenses of the Company's counsel and independent registered p...ublic accountants) (A) with respect to filings made with the Commission, (B) with respect to filings required to be made with any Trading Market on which the Common Stock is then listed for trading, and (C) in (B) related to compliance with applicable state securities or Blue Sky laws reasonably agreed to by the Company in writing (including, without limitation, fees and disbursements of counsel for the Company (C) incurred in connection with Blue Sky qualifications the preparation or exemptions submission of the Registrable Securities), any filing with FINRA); (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities and of printing prospectuses if the printing of prospectuses is reasonably requested by the Holders of a majority of the Registrable Securities included in the Registration Statement), Prospectuses); (iii) messenger, telephone and delivery expenses, expenses; (iv) fees and disbursements of counsel for the Company, Company and counsel pursuant to Section 3(l); (v) Securities Act liability insurance, if the Company so desires such insurance, and insurance; (vi) fees and expenses of all other Persons persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. In addition, the Company shall be responsible for Agreement and (vii) all of its the Company's own internal expenses incurred in connection with the consummation of the transactions contemplated by this Agreement (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit and the fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange as required hereunder. In no event shall the Company be responsible for any broker or similar commissions of any hereunder; provided, however, that each selling Holder or, except will pay (i) all underwriting discounts, commissions, fees and expenses and all transfer taxes with respect to the extent provided for in Registrable Securities sold by such selling Holder; (ii) any fees and expenses of legal counsel other than the Transaction Documents, any legal fees or counsel selected pursuant to Section 3(l) and (iii) all other costs expenses incurred by such selling Holder and incidental to the sale and delivery of the Holders. shares to be sold by such Holder. View More