Common use of Expenses of the Offering Clause in Contracts

Expenses of the Offering. Whether or not the transactions herein contemplated are completed, all costs and expenses of or incidental to the issue and offering of the Offered Securities shall be borne by the Corporation, including, without limitation, expenses payable in connection with the qualification of the Offered Securities for Distribution in the Qualifying Jurisdictions; the preparation, printing, issuance and delivery of certificates for the Offered Securities, including any stamp or transfer taxes in connection with the original issuance and sale of the Offered Securities; the travel, transportation and other expenses in connection with roadshows, marketing activities and presentations to prospective purchasers of the Offered Securities; all other costs and expenses of the Corporation and its representatives incidental to the performance by the Corporation of its obligations hereunder; the fees, disbursements and expenses of the Corporation’s counsel and auditors; listing fees; all costs incurred in connection with the preparation, translation, printing, filing and delivery of the Base Shelf Prospectus, the Prospectus Supplement, the U.S. Memorandum, any marketing materials and any Amendment or supplement to any of them; and taxes on all of the foregoing. The Underwriters will be responsible for fees and disbursements of the Underwriters’ legal counsel and the Underwriters’ out-of-pocket expenses, provided, however, that if the Offering is not completed due to any failure by the Corporation to comply with the terms of this Agreement, the Corporation shall reimburse the Underwriters for the reasonable fees and disbursements of the Underwriters’ legal counsel.

Appears in 1 contract

Samples: Underwriting Agreement

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Expenses of the Offering. Whether (1) Except as provided for in Section 10(2), whether or not the transactions herein contemplated by this Agreement are completedcompleted or this Agreement is terminated, the Fund will pay or cause to be paid all costs and expenses of of, or incidental to to, the issue performance of its obligations hereunder and offering of all costs and expenses of, or incidental to, all other matters in connection with the Offered Securities shall be borne by the Corporationtransactions contem plated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the Offered Securities for Distribution in the Qualifying Jurisdictions; the preparation, printing, issuance and delivery of certificates for the Offered Securities, including any stamp or transfer taxes in connection with the original issuance and sale distribution of the Offered Securities; (iii) the travel, transportation fees relating to listing the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) the fees and expenses of counsel for the Fund and all fees and expenses of local counsel for the Fund (including U.S. counsel); (v) all fees and expenses of the Fund’s auditors and other advisors and the auditors and other advisors of HPH; (vi) all costs and out-of-pocket expenses in connection with roadshows, of the Fund relating to the marketing activities and presentations to prospective purchasers of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; (viii) all costs and expenses of the Corporation and its representatives incidental to the performance by the Corporation of its obligations hereunder; the fees, disbursements and expenses of the Corporation’s counsel and auditors; listing fees; all costs incurred in connection with the preparation, translationpreparing, printing, filing translating and delivery distributing commercial copies of the Base Shelf ProspectusOffering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses of CDS Clearing and Depository Services Inc., the Prospectus SupplementDepository Trust Company , the U.S. Memorandum, any marketing materials and any Amendment or supplement to any of them; and taxes on all of the foregoing. The Underwriters will be responsible for fees and disbursements of the Underwriters’ legal counsel Debenture Trustee and the Underwriters’ out-of-pocket expenses, provided, however, that if the Offering is not completed due to any failure by the Corporation to comply with the terms of this Agreement, the Corporation shall reimburse the Underwriters for the reasonable fees Fund’s registrar and disbursements of the Underwriters’ legal counseltransfer agent and all applicable taxes thereon.

Appears in 1 contract

Samples: Underwriting Agreement (Just Energy Group Inc.)

Expenses of the Offering. Whether (1) Except as provided for in Section 10(2), whether or not the transactions herein contemplated by this Agreement are completedcompleted or this Agreement is terminated, the Corporation will pay or cause to be paid all costs and expenses of of, or incidental to to, the issue performance of its obligations hereunder and offering of all costs and expenses of, or incidental to, all other matters in connection with the Offered Securities shall be borne by the Corporationtransactions contemplated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the Offered Securities for Distribution in the Qualifying Jurisdictions; the preparation, printing, issuance and delivery of certificates for the Offered Securities, including any stamp or transfer taxes in connection with the original issuance and sale distribution of the Offered SecuritiesSecurities and the Over-Allotment Option; (iii) the travel, transportation and other expenses in connection with roadshows, marketing activities and presentations fees relating to prospective purchasers of listing the Offered SecuritiesSecurities on any stock exchange and arranging for clearance and settlement arrangements; all other costs (iv) the fees and expenses of counsel for the Corporation and its representatives incidental to the performance by all fees and expenses of local counsel for the Corporation of its obligations hereunder(including U.S. counsel); the fees, disbursements (v) all fees and expenses of the Corporation’s counsel auditors and auditorsother advisors; listing fees; (vi) all costs incurred in connection with the preparation, translation, printing, filing and delivery of the Base Shelf Prospectus, the Prospectus Supplement, the U.S. Memorandum, any marketing materials and any Amendment or supplement to any of them; and taxes on all of the foregoing. The Underwriters will be responsible for fees and disbursements of the Underwriters’ legal counsel and the Underwriters’ out-of-pocket expensesexpenses of the Corporation relating to the marketing of the Offered Securities; (vii) all travel and roadshow and other costs of the Corporation relating to information meetings and to preparation of Marketing Materials, providedif any, howeverwith potential investors; (viii) all costs and expenses incurred in connection with preparing, that if printing, translating and distributing commercial copies of the Offering is not completed due to Documents and any failure by Marketing Materials; (ix) the Corporation to comply with costs of preparing share certificates representing the terms Offered Securities; and (x) all fees and expenses of this AgreementCDS Clearing and Depository Services Inc., the Corporation shall reimburse Depository Trust Company, the Underwriters for Debenture Trustee and the reasonable fees Corporation’s registrar and disbursements of the Underwriters’ legal counseltransfer agent and all applicable taxes thereon.

Appears in 1 contract

Samples: Underwriting Agreement (Just Energy Group Inc.)

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Expenses of the Offering. Whether (1) Except as provided for in Section 10(2), whether or not the transactions herein contemplated by this Agreement are completedcompleted or this Agreement is terminated, the Fund will pay or cause to be paid all costs and expenses of of, or incidental to to, the issue performance of its obligations hereunder and offering of all costs and expenses of, or incidental to, all other matters in connection with the Offered Securities shall be borne by the Corporationtransactions contemplated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the Offered Securities for Distribution in the Qualifying Jurisdictions; the preparation, printing, issuance and delivery of certificates for the Offered Securities, including any stamp or transfer taxes in connection with the original issuance and sale distribution of the Offered Securities; (iii) the travel, transportation fees relating to listing the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) the fees and expenses of counsel for the Fund and all fees and expenses of local counsel for the Fund (including U.S. counsel); (v) all fees and expenses of the Fund’s auditors and other advisors and the auditors and other advisors of HPH; (vi) all costs and out-of-pocket expenses in connection with roadshows, of the Fund relating to the marketing activities and presentations to prospective purchasers of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; (viii) all costs and expenses of the Corporation and its representatives incidental to the performance by the Corporation of its obligations hereunder; the fees, disbursements and expenses of the Corporation’s counsel and auditors; listing fees; all costs incurred in connection with the preparation, translationpreparing, printing, filing translating and delivery distributing commercial copies of the Base Shelf ProspectusOffering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses of CDS Clearing and Depository Services Inc., the Prospectus SupplementDepository Trust Company, the U.S. Memorandum, any marketing materials and any Amendment or supplement to any of them; and taxes on all of the foregoing. The Underwriters will be responsible for fees and disbursements of the Underwriters’ legal counsel Debenture Trustee and the Underwriters’ out-of-pocket expenses, provided, however, that if the Offering is not completed due to any failure by the Corporation to comply with the terms of this Agreement, the Corporation shall reimburse the Underwriters for the reasonable fees Fund’s registrar and disbursements of the Underwriters’ legal counseltransfer agent and all applicable taxes thereon.

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Just Energy Group Inc.)

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