Reimbursement of Underwriters’ Expenses Clause Example from Business Contracts

Reimbursement of Underwriters’ Expenses. 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 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 Stock is not consummated because any condition to the obligations of the Underwriters set forth herein is ...not satisfied or (e) the sale of the Stock is not consummated because of (i) the refusal, inability or failure on the part of the Company to perform any agreement herein or (ii) refusal by the Company to satisfy any condition or to comply with the provisions hereof, then in addition to the payment of amounts in accordance with Section 5, the Company shall reimburse the Underwriters for the documented fees and out-of-pocket expenses of Underwriters' counsel and for such other documented out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Stock, including, without limitation, documented travel and lodging expenses of the Underwriters, and upon demand the Company shall pay the full amount thereof to the Representative. Notwithstanding the foregoing, the Company will have no obligation to reimburse the Underwriters for any fee or expense of Underwriters' counsel in excess of the amount that the Underwriters would otherwise pay for such fee or expense in the absence of the Company's obligations set forth in this Section 9. View More