Reimbursement of Underwriters’ Expenses Clause Example with 625 Variations from Business Contracts
This page contains Reimbursement of Underwriters’ 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.
Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally throug...h the Representatives on demand for all out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.View More
Variations of a "Reimbursement of Underwriters’ Expenses" Clause from Business Contracts
Reimbursement of Underwriters’ Expenses. If the sale of Company shall fail to tender the Securities provided Shares for herein is not consummated delivery to the Underwriters for any reason or the Underwriters shall decline to purchase the Shares because any condition to the Underwriters' obligations hereunder required to be fulfilled by the Company or any of the Underwriters set forth in Section 6 hereof its subsidiaries is not satisfied, because of fulfilled for any termination pursuant to Section 10 hereof or because of any refusal,... inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, reason, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Shares, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses. View More
Reimbursement of Underwriters’ Expenses. If the sale of Company shall fail to tender the Securities provided Shares for herein is not consummated delivery to the Underwriters for any reason or the Underwriters shall decline to purchase the Shares because any condition to the Underwriters' obligations hereunder required to be fulfilled by the Company or any of the Underwriters set forth in Section 6 hereof its subsidiaries is not satisfied, because of fulfilled for any termination pursuant to Section 10 hereof or because of any refusal,... inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, reason, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Shares, and upon demand the Company shall pay the full amount thereof to the Representative. If this Agreement is terminated pursuant to Section 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses. View More
Reimbursement of Underwriters’ Expenses. If Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company shall fail to tender the Stock and Warrants for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Stock and Warrants for any reason permitted under this Agreement, (d) the sale of the Securities provided for herein Stock and Warrants is not consummated because a...ny condition to the obligations of the Underwriters set forth in Section 6 hereof herein is not satisfied, satisfied or (e) the sale of the Stock and Warrants is not consummated because of any termination pursuant to Section 10 hereof or because of any the refusal, inability or failure on the part of the Company to perform any agreement herein or to satisfy any condition or to comply with any provision hereof other than by reason the provisions hereof, then in addition to the payment of a default by any of the Underwriters, amounts in accordance with Section 5, the Company will shall reimburse the Underwriters severally through for the Representatives on demand fees and expenses of Underwriters' counsel and for all such other out-of-pocket expenses (including reasonable fees and disbursements of counsel) that as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase and sale of the Securities. Stock and Warrants, including, without limitation, travel and lodging expenses of the Underwriters, and upon demand the Company shall pay the full amount thereof to Cowen, provided that in no event shall the Company be obligated to reimburse the Underwriters pursuant to clauses (a), (c) or (d) in an amount in excess of $125,000 in the aggregate (not more than $100,000 of which shall be for the reimbursement of the fees and expenses of Underwriters' counsel). If this Agreement is terminated pursuant to Section 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of expenses to the extent incurred by such defaulting Underwriter provided that the foregoing shall not limit any reimbursement obligation of the Company to any non-defaulting Underwriter under this Section 9. View More
Reimbursement of Underwriters’ Expenses. If Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement or (d) the sale of the Securities provided for herein is not consummated because any condition to the obligations o...f the Underwriters set forth in Section 6 hereof herein is not satisfied, because of any termination pursuant to Section 10 hereof satisfied or because of any the refusal, inability or failure on the part of the Company to perform any agreement herein or to satisfy any condition or to comply with any provision hereof the provisions hereof, then in addition to the payment of amounts in accordance with Section 5, the Company shall, pro rata based on the aggregate principal amount of Firm Securities and Optional Securities it agreed to sell hereunder, reimburse the Underwriters for the fees and expenses of Underwriters' counsel and for such other than out-of-pocket expenses as shall have been reasonably incurred by the Underwriters in connection with this Agreement and the proposed purchase of the Securities, including, without limitation, travel and lodging expenses of the Underwriters, and upon demand the Company shall pay the full amount thereof to the Representatives; provided that if this Agreement is terminated pursuant to Section 10 by reason of a the default by any of the one or more Underwriters, the Company will shall not be obligated to reimburse any defaulting Underwriter on account of expenses to the extent incurred by such defaulting Underwriter, provided further that the foregoing shall not limit any reimbursement obligation of the Company to any non-defaulting Underwriter under this Section 9. 37 10. SUBSTITUTION OF UNDERWRITERS. If any Underwriter or Underwriters severally through shall default in its or their obligations to purchase shares of Securities hereunder on any Closing Date and the aggregate principal amount of Securities which such defaulting Underwriter or Underwriters agreed but failed to purchase does not exceed 10% of the aggregate principal amount to be purchased by all Underwriters on such Closing Date, the other Underwriters shall be obligated severally, in proportion to their respective commitments hereunder, to purchase the Securities which such defaulting Underwriter or Underwriters agreed but failed to purchase on such Closing Date. If any Underwriter or Underwriters shall so default and the aggregate principal amount of Securities with respect to which such default or defaults occur is more than 10% of the total aggregate principal amount to be purchased by all Underwriters on such Closing Date and arrangements satisfactory to the Representatives and the Company for the purchase of such Securities by other persons are not made within 48 hours after such default, this Agreement shall terminate. If the remaining Underwriters or substituted Underwriters are required hereby or agree to take up all or part of the shares of Securities of a defaulting Underwriter or Underwriters on demand such Closing Date as provided in this Section 10, (i) the Company shall have the right to postpone such Closing Date for a period of not more than five full business days in order that the Company may effect whatever changes may thereby be made necessary in the Registration Statement or the Prospectus, or in any other documents or arrangements, and the Company agrees promptly to file any amendments to the Registration Statement or supplements to the Prospectus which may thereby be made necessary, and (ii) the respective aggregate principal amount of Securities to be purchased by the remaining Underwriters or substituted Underwriters shall be taken as the basis of their underwriting obligation for all out-of-pocket purposes of this Agreement. Nothing herein contained shall relieve any defaulting Underwriter of its liability to the Company or the other Underwriters for damages occasioned by its default hereunder. Any termination of this Agreement pursuant to this Section 10 shall be without liability on the part of any non-defaulting Underwriter or the Company, except that the representations, warranties, covenants, indemnities, agreements and other statements set forth in Section 2, the obligations with respect to expenses (including reasonable fees to be paid or reimbursed pursuant to Sections 5 and disbursements 9 and the provisions of counsel) that Section 7 and Sections 11 through 24, inclusive, shall have been incurred by them not terminate and shall remain in connection with the proposed purchase full force and sale of the Securities. effect. View More
Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 8 hereof is not satisfied, because of any termination pursuant to Section 10 12 hereof (other than termination resulting from the occurrence of any of the events set forth in clauses (i)(B), (ii), (iii) or (iv) of Section 12), or because of any refusal, inability or failure on the part of the Company or any Selling Stockholder to perform any agr...eement herein or comply with any provision hereof other than by reason of a default by any of the 25 Underwriters, the Company will reimburse the Underwriters severally through the Representatives Citigroup Global Markets Inc. and Credit Suisse Securities (USA) LLC on demand for all out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities. If the Company is required to make any payments to the Underwriters under this Section 9 solely because of a Selling Stockholder's refusal, inability or failure to satisfy any condition to the obligations of the Underwriters set forth in Section 8, then such Selling Stockholder shall reimburse the Company on demand for all amounts so paid or to be paid, and to the extent such payments are required to be made to the Underwriters as a result of more than one Selling Stockholder's refusal, inability or failure to satisfy any such condition then such Selling Stockholders shall reimburse the Company pro rata based on the relevant number of Securities to be sold for all such amounts so paid or to be paid. View More
Reimbursement of Underwriters’ Expenses. If the sale of Company shall fail to tender the Securities provided Stock for herein is not consummated because any condition delivery to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because by reason of any termination pursuant to Section 10 hereof failure, refusal or because of any refusal, inability or failure on the part of the Company to perform any agreement herein on its part to be performed, or comply with because any provision hereof other than con...dition to the Underwriters' obligations hereunder required to be fulfilled by reason of a default by the Company or any of the Underwriters, its subsidiaries is not fulfilled for any reason, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of 30 counsel) that shall have been incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Stock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses. View More
Reimbursement of Underwriters’ Expenses. If Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Section 9 or 11, (b) the Company or any Selling Stockholder shall fail to tender the Shares for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Shares for any reason permitted under this Agreement or (d) the sale of the Securities provided for herein Shares is not consummated because any cond...ition to the obligations of the Underwriters set forth in Section 6 hereof herein is not satisfied, because of any termination pursuant to Section 10 hereof satisfied or because of any the refusal, inability or failure on the part of the Company or any Selling stockholder to perform any agreement herein or to satisfy any condition or to comply with any provision hereof other than by reason the provisions hereof, then in addition to the payment of a default by any of the Underwriters, amounts in accordance with Section 5, the Company will and each Selling Stockholder shall , pro rata based on the number of Shares it agreed to sell hereunder, reimburse the Underwriters severally through for the Representatives on demand fees and expenses of Underwriters' counsel and for all such other out-of-pocket expenses (including reasonable fees and disbursements of counsel) that as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase and sale of the Securities. Shares, including, without limitation, travel and lodging expenses of the Underwriters, and upon demand the Company and the Selling Stockholders shall pay the full amount thereof to the Representatives; provided that if this Agreement is terminated pursuant to Section 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall be obligated to reimburse any defaulting Underwriter on account of expenses to the extent incurred by such defaulting Underwriter provided further that the foregoing shall not limit any reimbursement obligation of the Company to any non-defaulting Underwriter under this Section 10. View More
Reimbursement of Underwriters’ Expenses. If the sale of Company shall fail to tender the Securities provided Notes for herein is not consummated because any condition delivery to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because by reason of any termination pursuant to Section 10 hereof failure, refusal or because of any refusal, inability or failure on the part of the Company to perform any agreement herein on its part to be performed (other than with respect to a termination pursuant to claus...e (ii) of Section 10 if the Company and the Underwriters subsequently enter into another agreement for the Underwriters to underwrite the same or comply with any provision hereof other than by reason of a default by any substantially similar securities of the Underwriters, Company), or because any other condition of the Underwriters' obligations hereunder required to be fulfilled by the Company is not fulfilled, the Company will reimburse the Underwriters severally through the Representatives on demand for all out-of-pocket reasonable documented out‐of‐pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Notes, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses. View More
Reimbursement of Underwriters’ Expenses. If Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Sections 8 or 10, (b) the Company shall fail to tender the Firm Units for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Firm Units for any reason permitted under this Agreement or (d) the sale of the Securities provided for herein Firm Units is not consummated because any condition to the o...bligations of the Underwriters set forth in Section 6 hereof herein is not satisfied, because of any termination pursuant to Section 10 hereof satisfied or because of any the refusal, inability or failure on the part of the Company to perform any agreement herein or to satisfy any condition or to comply with any provision hereof other than by reason the provisions hereof, then in addition to the payment of a default by any amounts in accordance with Section 5, the Company shall reimburse up to an aggregate of $100,000 to the Underwriters, pro rata based on the Company will reimburse number of Firm Units each Underwriter agreed to sell hereunder, for the Underwriters severally through the Representatives on demand fees and expenses of Underwriters' counsel and for all such other out-of-pocket expenses (including reasonable fees and disbursements of counsel) that as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase and sale of the Securities. Firm Units, including travel and lodging expenses of the Underwriters, and upon demand the Company shall pay the full amount thereof to the Representative; provided that if this Agreement is terminated pursuant to Section 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of expenses to the extent incurred by such defaulting Underwriter, and provided further that the foregoing shall not limit any reimbursement obligation of the Company to any non-defaulting Underwriter under this Section 9. View More
Reimbursement of Underwriters’ Expenses. If the sale Company shall fail to tender the Shares for delivery to the Underwriters for any reason or (b) the Underwriters shall decline to purchase the Shares for any reason permitted under this Agreement (other than as a result of any of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters events set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof or because of any refusal, inabi...lity or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, 7(m)), the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Shares, and upon demand the Company shall pay the full amount thereof to the Representative (subject to the limitations set forth in Section 6 hereof). If this Agreement is terminated pursuant to Section 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses. View More
