Common use of Expenses Payable by the Company Clause in Contracts

Expenses Payable by the Company. The Company shall bear all expenses incurred with respect to the registration or attempted registration of the Registrable Securities pursuant to Sections 2, 3 and 4 of this Agreement as provided herein. Such expenses shall include, without limitation, (i) all registration, qualification and filing fees (including, without limitation, (A) fees with respect to compliance with the Commission, (B) fees with respect to filings required to be made with the national securities exchange or national market system on which the Common Stock is then traded or quoted and (C) fees and expenses of compliance with state securities or blue sky laws (including, without limitation, fees and disbursements of counsel 11 for the Company or the underwriters, or both, in connection with blue sky qualifications of Registrable Securities)), (ii) messenger and delivery expenses, word processing, duplicating and printing expenses (including without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company, printing preliminary prospectuses, prospectuses, prospectus supplements, including those delivered to or for the account of the Holders and provided in this Agreement, and blue sky memoranda), (iii) fees and disbursements of counsel for the Company, (iv) fees and disbursements of all independent certificated public accountants for the Company (including, without limitation, the expense of any "comfort letters" required by or incident to such performance), (v) all out-of-pocket expenses of the Company (including without limitation, expenses incurred by the Company, its officers, directors, and employees performing legal or accounting duties or preparing or participating in "roadshow" presentations or of any public relations, investor relations or other consultants or advisors retained by the Company in connection with any roadshow, including travel and lodging expenses of such roadshows), (vi) fees and expenses incurred in connection with the quotation or listing of shares of Common Stock on any national securities exchange or other securities market, and (vii) reasonable fees and expenses of one firm of counsel for all selling Holders (which shall be chosen by the Holders of a majority of Registrable Securities to be included in such offering).

Appears in 1 contract

Sources: Merger Agreement (Venturi Partners Inc)

Expenses Payable by the Company. The Company shall bear Except as provided in Section 4.2 below, all fees and expenses incurred with respect incident to the registration or attempted registration and sale of the Registrable Securities pursuant to Sections 2shall be borne by the Company whether or not a Registration Statement is filed or becomes effective, 3 and 4 of this Agreement as provided herein. Such expenses shall includeincluding, without limitation, (i) all registration, qualification and filing fees (including, without limitation, (A) fees with respect to compliance with the Commission, (B) fees with respect to filings required to be made with the national securities exchange or national market system on which the Common New York Stock is then traded or quoted Exchange and (CB) fees and expenses of compliance with state securities or blue sky laws (including, without limitation, fees and disbursements of counsel 11 for the Company or the underwriters, or both, in connection with blue sky qualifications of the Registrable Securities)), (ii) messenger and delivery expenses, word processing, duplicating and printing expenses (including including, without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company, printing preliminary prospectusesProspectuses, prospectusesProspectuses, prospectus Prospectus supplements, including those delivered to or for the account of the Holders Shareholders and the Shareholder Representative as provided in this Agreement, and blue sky memoranda), (iii) fees and disbursements of counsel for the Company, (iv) fees and disbursements of all independent certificated certified public accountants for the Company (including, without limitation, the expense expenses of any "comfort letters" required by or incident to such performance), (v) Securities Act liability insurance, if the Company so desires such insurance, (vi) all out-of-pocket expenses of the Company (including including, without limitation, expenses incurred by the Company, its officers, directors, employees and employees agents performing legal or accounting duties or preparing or participating in "roadshow" presentations or of any public relations, investor relations or other consultants or advisors retained by the Company in connection with any roadshow, including travel and lodging expenses of such roadshows), and (vivii) the fees and expenses incurred in connection with the quotation or listing of shares of Common Stock on any national securities exchange or other automated securities market, and (vii) reasonable fees and expenses of one firm of counsel for all selling Holders (which shall be chosen by the Holders of a majority of Registrable Securities to be included in such offering)quotation system.

Appears in 1 contract

Sources: Registration Rights Agreement (Goelet LLC)

Expenses Payable by the Company. The Company shall bear Except as provided in Section 4.2 below, all fees and expenses incurred with respect incident to the registration or attempted registration and sale of the Registrable Securities pursuant to Sections 2shall be borne by the Company whether or not a Registration Statement is filed or becomes effective, 3 and 4 of this Agreement as provided herein. Such expenses shall includeincluding, without limitation, (i) all registration, qualification and filing fees (including, without limitation, (A) fees with respect to compliance with the Commission, (B) fees with respect to filings required to be made with the national securities exchange or national market system on which the Common New York Stock is then traded or quoted Exchange and (CB) fees and expenses of compliance with state securities or blue sky laws (including, without limitation, fees and disbursements of counsel 11 for the Company or the underwriters, or both, in connection with blue sky qualifications of the Registrable Securities)), (ii) messenger and delivery expenses, word processing, duplicating and printing expenses (including including, without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company, printing preliminary prospectusesProspectuses, prospectusesProspectuses, prospectus Prospectus supplements, including those delivered to or for the account of the Holders Shareholders and the Shareholder Representative as provided in this Agreement, and blue sky memoranda), (iii) fees and disbursements of counsel for the Company, (iv) fees and disbursements of all independent certificated certified public accountants for the Company (including, without limitation, the expense expenses of any "comfort letters" required by or incident to such performance), (v) all out-of-pocket expenses of the Company (including without limitation, expenses incurred by the Company, its officers, directors, and employees performing legal or accounting duties or preparing or participating in "roadshow" presentations or of any public relations, investor relations or other consultants or advisors retained by the Company in connection with any roadshow, including travel and lodging expenses of such roadshows), (vi) fees and expenses incurred in connection with the quotation or listing of shares of Common Stock on any national securities exchange or other securities market, and (vii) reasonable fees and expenses of one firm of counsel for all selling Holders (which shall be chosen by the Holders of a majority of Registrable Securities to be included in such offering).Act liability

Appears in 1 contract

Sources: Registration Rights Agreement (Pogo Producing Co)

Expenses Payable by the Company. The Company shall bear all expenses incurred with respect to the registration or attempted registration of the Registrable Securities pursuant to Sections 2, 2 or 3 and 4 of this Agreement as provided herein. Such expenses shall include, without limitation, (i) all registration, qualification and filing fees (including, without limitation, (A) fees with respect payable to compliance with the Commission, (B) fees with respect to filings required to be made with the national securities exchange or national market system on which the Common Stock is then traded or quoted and (C) fees and expenses of relating to compliance with state securities or blue sky laws (including, without limitation, fees and disbursements of counsel 11 for the Company or the underwriters, or both, in connection with blue sky qualifications of Registrable Securities)), (ii) messenger and delivery expenses, word processing, duplicating and printing expenses (including without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company, printing preliminary prospectuses, prospectuses, prospectus supplements, including those delivered to or for the account of the Holders and provided in this AgreementHolders, and blue sky memoranda), (iii) fees and disbursements of counsel for the Company, (iv) fees and disbursements of all independent certificated public accountants for the Company (including, without limitation, the expense of fees relating to any "comfort letters" required by or incident to such performance), (v) all out-of-pocket expenses of the Company (including including, without limitation, expenses incurred by the Company, its officers, directors, and employees performing legal or accounting duties or preparing or participating in "roadshow" presentations or of any public relations, investor relations or other consultants or advisors retained by the Company in connection with any roadshow, including travel and lodging expenses of such roadshows” presentations), (vi) fees and expenses incurred in connection with the quotation or listing of shares of Common Stock on any national securities exchange or other securities market, market and (vii) reasonable fees and expenses of one firm of counsel for all selling Holders (holders of securities included in the registration, which firm shall be chosen by the Holders holders of a majority of Registrable Securities such securities and shall be reasonably acceptable to be included in such offering)the Company.

Appears in 1 contract

Sources: Registration Rights Agreement (Venoco, Inc.)

Expenses Payable by the Company. The Company shall bear all expenses incurred with respect to the registration or attempted registration of the Registrable Securities pursuant to Sections 2, 2 or 3 and 4 of this Agreement as provided herein. Such expenses shall include, without limitation, (i) all registration, qualification and filing fees (including, without limitation, (A) fees with respect payable to compliance with the Commission, (B) fees with respect to filings required to be made with the national securities exchange or national market system on which the Common Stock is then traded or quoted and (C) fees and expenses of relating to compliance with state securities or blue sky laws (including, without limitation, fees and disbursements of counsel 11 for the Company or the underwriters, or both, in connection with blue sky qualifications of Registrable Securities)), (ii) messenger and delivery expenses, word processing, duplicating and printing expenses (including without limitation, expenses of printing certificates for Registrable Securities in a form eligible for deposit with The Depository Trust Company, printing preliminary prospectuses, prospectuses, prospectus supplements, including those delivered to or for the account of the Holders and provided in this AgreementHolders, and blue sky memoranda), (iii) fees and disbursements of counsel for the Company, (iv) fees and disbursements of all independent certificated certified public accountants and reserve engineers, if any, for the Company (including, without limitation, the expense of fees relating to any "comfort letters" required by or incident to such performance), (v) all out-of-pocket expenses of the Company (including including, without limitation, expenses incurred by the Company, its officers, directors, and employees performing legal or accounting duties or preparing or participating in "roadshow" presentations or of any public relations, investor relations or other consultants or advisors retained by the Company in connection with any roadshow, including travel and lodging expenses of such roadshows” presentations), and (vi) fees and expenses incurred in connection with the quotation or NASDAQ listing of shares of Common Stock on any national securities exchange or other securities market, and (vii) reasonable fees and expenses of one firm of counsel for all selling Holders (which shall be chosen by the Holders of a majority of Registrable Securities to be included in such offering)fees.

Appears in 1 contract

Sources: Registration Rights Agreement (Credo Petroleum Corp)