Common use of Payment of Expense Clause in Contracts

Payment of Expense. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company hereby agrees to pay all costs and expenses incident to the performance of the obligations of the Company hereunder, including those in connection with (i) preparing, printing, duplicating, filing and distributing the Offering Memorandum and all amendments thereof, any preliminary offering memoranda and any amendments thereof or supplements thereto (including, without limitation, fees and expenses of the Company's accountants and counsel), the Indenture, the underwriting documents (including this Agreement and the Registration Agreement), and all other documents related to the offering of the Securities (including those supplied to you in quantities as hereinabove stated), (ii) the issuance, transfer and delivery of the Securities to you, including any transfer or other taxes payable thereon, (iii) the qualification of the Securities under state and foreign securities or Blue Sky laws and the eligibility of the Securities for investment under state and foreign law, including the costs of printing and mailing a preliminary and final "Blue Sky Survey" and a "Legal Investment Memorandum" and the reasonable fees of your counsel and such counsel's reasonable disbursements in relation thereto, (iv) the rating of the Securities by one or more rating agencies and (v) the fees and expenses of the Trustee and any agent of the Trustee and the fees and disbursements of counsel for the Trustee in connection with the Indenture and the Securities.

Appears in 1 contract

Samples: Purchase Agreement (Universal Outdoor Inc)

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Payment of Expense. Whether or not the transactions contemplated ------------------ in this Agreement are consummated or this Agreement is terminated, the Company and the Selling Stockholders each hereby agrees jointly and severally agree to pay all reasonable costs and expenses incident to the performance of the obligations of the Company and the Selling Stockholders hereunder, including those in connection with (i) preparing, printing, duplicating, filing and distributing the Offering Memorandum Registration Statement, as originally filed and all amendments thereofthereof (including all exhibits thereto), any preliminary offering memoranda prospectus, the Prospectus and any amendments thereof or supplements thereto (including, without limitation, fees and expenses of the Company's accountants and counsel), the Indenture, the underwriting documents (including this Agreement Agreement, and the Registration Agreement), Agreement Among Underwriters) and all other documents related to the public offering of the Securities Shares (including those supplied to you the Underwriters in quantities as hereinabove stated), (ii) the travel expenses of the Company's officers and employees and any other expenses of the Company in connection with attending or hosting meetings with prospective purchasers of the Shares, (iii) the issuance, transfer and delivery of the Securities Shares to youthe Underwriters, including any transfer or other taxes payable thereon, (iiiiv) the qualification of the Securities Shares under state and or foreign securities or Blue Sky laws and the eligibility of the Securities for investment under state and foreign lawLaws, including the costs of printing and mailing a preliminary and final "Blue Sky Survey" and a "Legal Investment Memorandum" and the reasonable fees of your counsel for the Underwriters and such counsel's reasonable disbursements in relation thereto, (ivv) quotation of the Shares on the NASDAQ, (vi) filing fees of the Commission and the National Association of Securities Dealers, Inc., (vii) the rating cost of printing certificates representing the Securities by one or more rating agencies Shares, and (vviii) the fees cost and expenses charges of the Trustee and any transfer agent of the Trustee and the fees and disbursements of counsel for the Trustee in connection with the Indenture and the Securitiesor registrar.

Appears in 1 contract

Samples: Underwriting Agreement (Miller Exploration Co)

Payment of Expense. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company hereby agrees to pay all costs and expenses incident to the performance of the obligations of the Company hereunder, including those in connection with (i) preparing, printing, duplicating, filing and distributing the Offering Memorandum Registration Statement, as originally filed and all amendments thereofthereof (including all exhibits thereto), any preliminary offering memoranda prospectus, the Prospectus and any amendments thereof or supplements thereto (including, without limitation, fees and expenses of the Company's accountants and counsel), the Indenture, the underwriting documents (including this Agreement and the Registration Agreement Among Underwriters and the Selling Agreement), ) and all other documents related to the public offering of the Securities Shares (including those supplied to you the Underwriters in quantities as hereinabove stated), (ii) the issuance, transfer and delivery of the Securities Shares to youthe Underwriters, including any transfer or other taxes payable thereon, (iii) the qualification of the Securities Shares under state and or foreign securities or Blue Sky laws and the eligibility of the Securities for investment under state and foreign lawlaws, including the costs of printing and mailing a preliminary and final "Blue Sky Survey" and a "Legal Investment Memorandum" and the reasonable fees of your counsel for the Underwriters and such counsel's reasonable disbursements in relation thereto, (iv) the rating quotation of the Shares on the National Association of Securities by one or more rating agencies and Dealers Automated Quotation National Market System, (v) the filing fees and expenses of the Trustee and any agent of the Trustee Commission and the fees and disbursements National Association of counsel for the Trustee in connection with the Indenture and the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (First Virtual Holding Inc)

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Payment of Expense. Whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, the Company hereby agrees to pay all costs and expenses incident to the performance of the obligations of the Company hereunder, including those in connection with (i) preparing, printing, duplicating, filing and distributing the Offering Memorandum Registration Statement, as originally filed and all amendments thereofthereof (including all exhibits thereto), any and preliminary offering memoranda prospectus, the Prospectus and any amendments thereof or supplements thereto (including, without limitation, fees and expenses of the Company's accountants and counsel), the Indenture, the underwriting documents (including this Agreement and the Registration Agreement Among Underwriters and the Selling Agreement), ) and all other documents related to the public offering of the Securities Shares (including those supplied to you the Underwriters in quantities as hereinabove stated), (ii) the issuance, transfer and delivery of the Securities Shares to youthe Underwriters, including any transfer or other taxes payable thereon, (iii) the qualification of the Securities Shares under state and or foreign securities or Blue Sky laws and the eligibility of the Securities for investment under state and foreign lawlaws, including the costs of printing and mailing a preliminary and final "Blue Sky Survey" and a "Legal Investment Memorandum" and the reasonable fees of your counsel for the Underwriters and such counsel's reasonable disbursements in relation thereto, (iv) the rating quotation of the Shares on the National Association of Securities by one or more rating agencies and Dealers Automated Quotation National Market System, (v) the filing fees and expenses of the Trustee and any agent of the Trustee Commission and the fees National Association of Securities Dealers, Inc., (vi) the cost of printing certificates representing the Shares and disbursements (vii) the cost and charges of counsel for the Trustee in connection with the Indenture and the Securitiesany transfer agent or registrar. 6.

Appears in 1 contract

Samples: First Virtual Holding Inc

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