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 Notwithstanding anything to the contrary in this Agreement, if (a) this Agreement shall have been terminated pursuant to Section 8, as a result of an event described in Sections 6(k) or 6(l) or 6(m)(i)(B), (b) the Company shall fail to tender the Shares for delivery to the Underwriters for any reason not permitted under this Agreement, or (c) the sale of the Securities provided for herein Shares is not consummated because any condition to the obligations of the Underwriters set forth in Secti...on 6 hereof herein is not satisfied, because of any termination pursuant to Section 10 hereof satisfied or because of any the refusal, inability 35 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 of a default by any of the Underwriters, provisions hereof, then, the Company will shall reimburse the Underwriters' out-of-pocket expenses in accordance with Section 5 and, in addition, the Company shall reimburse the Underwriters severally through for the Representatives on demand fees and expenses of the Underwriters' counsel and for all other accountable 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 Offering, and sale promptly upon demand the Company shall pay the full amount thereof to the Representatives on behalf of the Securities. Underwriters. 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 Firm Shares for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Firm Shares for any reason permitted under this Agreement or (d) the sale of the Securities provided for herein Firm Shares is not consummated because any condition 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 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 amounts in accordance with Section 5, the Company shall reimburse the Underwriters, pro rata based on the Company will reimburse number of Firm Shares 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 Shares, 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 (a) the sale of Company shall fail to tender the Securities provided 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 to be performed on its part hereunder, or comply with because any provision hereof other ...than by reason of a default by any condition of the Underwriters, obligations hereunder required to be fulfilled by the Company is not fulfilled for any reason, or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement, 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 one counsel) that shall have been not to exceed $250,000 incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Securities and upon demand the Company shall pay the full amount thereof to the Representatives; provided, however, that in no event shall the Company be obligated to reimburse the out-of-pocket expenses of any defaulting Underwriter referred to in Section 10 hereof or any Underwriter found to be in breach of this Agreement as of the Applicable Time. 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, (b) the Company shall 27 fail to tender the Stock for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Stock for any reason permitted under this Agreement, (d) the sale of the Securities provided for herein Stock is not consummated because any condition to the obligations of the Und...erwriters set forth in Section 6 hereof herein is not satisfied, satisfied or (e) the sale of the Stock 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 the provisions hereof, then in addition to the payment of amounts in accordance with Section 5, the Company shall reimburse the Underwriters for the fees and expenses of counsel for the Underwriters and for such other than out-of-pocket expenses as shall have been reasonably incurred by reason it in connection with this Agreement and the proposed purchase of a default by any the Stock, including, without limitation, travel and lodging expenses of the Underwriters, and upon demand the Company will shall pay the full amount thereof to the Underwriters, provided that in no event shall the Company be obligated to reimburse the Underwriters severally through pursuant to clauses (a), (c) or (d) in an amount in excess of $125,000 in the Representatives on demand aggregate (not more than $100,000 of which shall be for all out-of-pocket expenses (including reasonable the reimbursement of the fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale expenses of the Securities. Underwriters' counsel). 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 7 or 9, (b) the Company shall fail to tender the Shares or Warrants for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Shares or Warrants for any reason permitted under this Agreement or (d) the sale of the Securities provided for herein Shares or Warrants is not consummated because ...any condition 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 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 4, 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. Shares and Warrants, including, without limitation, travel and lodging expenses of the Underwriters, and upon demand the Company shall pay the full amount thereof to the Representatives up to $150,000; provided, however, that 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 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 8. 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, (b) the Company shall fail to tender the Stock for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall decline to purchase the Stock for any reason permitted under this Agreement, (d) the sale of the Securities provided for herein Stock is not consummated because any condition to the obligations of the Underw...riters set 27 forth in Section 6 hereof herein is not satisfied, satisfied or (e) the sale of the Stock 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 counsel for all the Underwriters and for 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, including, without limitation, travel and lodging expenses of the Underwriters, and upon demand the Company shall pay the full amount thereof to the Underwriters, 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 the Underwriters' counsel). View More
Reimbursement of Underwriters’ Expenses. If the sale of Company shall fail to tender the Securities provided 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 if any provision hereof other than condition to t...he Underwriters' obligations hereunder required to be fulfilled by reason of a default by the Company is not fulfilled for 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. Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. View More
Reimbursement of Underwriters’ Expenses. If (a) the sale of Company shall fail to tender the Securities provided for herein is not consummated because any condition delivery to the obligations of Underwriters for any reason, or (b) the Underwriters set forth in Section 6 hereof is not satisfied, because of shall decline to purchase the Securities 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, permitted under this Agreement, 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 counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Securities, 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 8 or 10, (b) the Company shall fail to tender the Stock for delivery to the Underwriters for any reason not permitted under this Agreement, (c) the Underwriters shall 25 decline to purchase the Stock for any reason permitted under this Agreement or (d) the sale of the Securities provided for herein Stock is not consummated because any condition 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 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, pro rata based on the number of shares of Firm Stock and Optional Shares it agreed to sell hereunder and the number of Warrant Shares that the purchasers would be entitled to receive in connection with an exercise of Pre-Funded Warrants as of the Underwriters, the Company will date of this Agreement, 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, including, without limitation, 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 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 (a) the sale of Company shall fail to tender the Securities provided Notes for herein is not consummated delivery to the Underwriters for any reason or (b) the Underwriters shall decline to purchase the Notes because any condition to the obligations of the Underwriters set forth in Section 6 7 hereof is not satisfied, satisfied or because of any termination pursuant due to Section 10 hereof or because of any refusal, inability or failure on the part of the Company to perform any agreement her...ein or comply with any provision hereof other than by reason of a default by any of the Underwriters, events described in Sections 7(k), 7(l) and 7(o) hereof, 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 counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase and sale of the Securities. Notes, and upon demand and presentation of reasonable supporting documentation the Company shall pay the full amount thereof to the Representatives. Notwithstanding the foregoing, 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 Underwriter on account of those expenses. View More
