Common use of Reimbursement of Initial Purchasers’ Expenses Clause in Contracts

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail to tender the Notes for delivery to the Initial Purchasers for any reason permitted under this Agreement or (b) the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been incurred by them in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 6 or 7, (b) the Company shall fail to tender the Notes Securities for delivery to the Initial Purchasers for any reason permitted under this Agreement or (bc) the Initial Purchasers shall decline to purchase the Notes Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses (including reasonable fees and disbursements of counsel) as shall have been reasonably incurred by them the Initial Purchasers in connection with this Agreement and the proposed purchase and resale of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial PurchasersSecurities. If this Agreement is terminated pursuant to Section 8 7 by reason of the default of one or more of the Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those such expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 6 or 7, (b) the Company shall fail to tender the Notes Securities for delivery to the Initial Purchasers for any reason permitted under this Agreement or (bc) the Initial Purchasers shall decline to purchase the Notes Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses (including reasonable fees and disbursements of counsel) as shall have been reasonably incurred by them the Initial Purchasers in connection with this Agreement and the proposed purchase and resale of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial PurchasersSecurities. If this Agreement is terminated pursuant to Section 8 7 by reason of the default of one or more of the Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those such expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail for any reason fails to tender the Notes for delivery to the Initial Purchasers for any reason permitted under this Agreement Purchasers, or (b) the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other all reasonable out-of-pocket expenses as shall have been (including fees and disbursements of counsel for the Initial Purchasers) incurred by them the Initial Purchasers in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 9(a) or 11, (b) the Company Issuer shall fail to tender the Notes for delivery to the Initial Purchasers for any reason permitted under this Agreement Agreement, or (bc) the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Initial Purchasers for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail sale of Notes provided for herein is not consummated because any condition to tender the Notes for delivery to obligations of the Initial Purchasers for set forth in Section 8 hereof is not satisfied, 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 permitted under this Agreement or (b) of a default by the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Purchasers, the Company shall reimburse the Initial Purchasers for the reasonable fees and expenses of their its counsel and for such other out-of-pocket expenses as shall have been incurred by them in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more any of the Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If Notwithstanding anything to the contrary contained herein, if (a) this Agreement shall have been terminated pursuant to Section 7, (b) the Company shall fail to tender the Notes for delivery to the Initial Purchasers for any reason permitted under this Agreement or (bc) the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company and the Guarantors shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more of the Initial Purchasers, the Company and the Guarantors shall not be obligated to reimburse any defaulting Initial Purchaser on account of those such expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail fails to tender the Notes for delivery to the Initial Purchasers for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Initial Purchasers shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Notes for any reason permitted under this Agreement (including obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other all reasonable out-of-pocket expenses as shall have been incurred by them the Initial Purchasers in connection with this Agreement and the proposed purchase and offerings and sale of the Notes, including but not limited to fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail to tender the Notes for delivery to the Initial Purchasers for any reason not permitted under this Agreement or Agreement, (b) the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement or (including the termination of c) this Agreement shall have been terminated pursuant to Section 9)11 hereof, then the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial PurchasersRepresentative. If this Agreement is terminated pursuant to Section 8 11 hereof by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail fails to tender the Notes for delivery to the Initial Purchasers for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Initial Purchasers shall decline part of the Company to purchase perform any agreement required to be performed by it, or because any other condition of the Notes for any reason permitted under this Agreement (including obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other all reasonable out-of-pocket expenses as shall have been (including fees and disbursements of counsel) incurred by them the Initial Purchasers in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Initial Purchasers or the Initial Purchasers' determination that events described in Sections 7(m)(iv) or 7(m)(v) have occurred, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail to tender the Notes Debentures for delivery to the Initial Purchasers for any reason permitted under this Agreement or (b) the Initial Purchasers shall decline to purchase the Notes Debentures for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been incurred by them in connection with this Agreement and the proposed purchase of the NotesDebentures, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.

Reimbursement of Initial Purchasers’ Expenses. If (a) the Company shall fail to tender the Notes for delivery to the Initial Purchasers for any reason permitted under this Agreement or (b) the Initial Purchasers shall decline to purchase the Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), ) the Company shall reimburse the Initial Purchasers for the fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been incurred by them in connection with this Agreement and the proposed purchase of the Notes, and upon demand the Company shall pay the full amount thereof to the Initial Purchasers. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Initial Purchasers, the Company shall not be obligated to reimburse any defaulting Initial Purchaser on account of those expenses.