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

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser pursuant to Section 5, or if the sale to the Initial Purchaser of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial Purchaser, upon demand, for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Geokinetics Inc)

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Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Purchasers pursuant to Section 55 or Section 11, or if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers (or such Initial Purchasers as have terminated this Agreement with respect to themselves), severally, upon demand, demand for all out-of-out of pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the SecuritiesDebentures, including but not limited to fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Labone Inc/

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10(i) hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantorseach Guarantor, jointly and severally, agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Stewart Enterprises Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representatives pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereofhereof (other than by reason of a default of one or more of the initial purchasers), the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Istar Inc.)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial PurchaserPurchasers, severally, promptly upon demand, demand for all documented out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (VERRA MOBILITY Corp)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor the Guarantors to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Mantech International Corp)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 (other than subsections (ii), (iii) or (iv)) thereof, including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Oshkosh Corp)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or clauses (i) or (iv) of Section 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor Issuers and the Parent to perform any agreement herein or to comply with any provision hereof, the Company Issuers and the Guarantors, jointly and severally, Parent agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all reasonable out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of outside counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (McDermott International Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Purchasers pursuant to Section 5, or if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers (or such Initial Purchasers as have terminated this Agreement with respect to themselves), severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to reasonable fees and reasonable disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Juno Lighting Inc

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or clauses (i) or (iv) of Section 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all reasonable out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of outside counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (McDermott International Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred and documented by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, reasonable and documented fees and disbursements of one external counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Moneygram International Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or clause (iv) or (v) of Section 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor Partnership Parties to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, Partnership Parties agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Athlon Energy Inc.

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, reasonable fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Comstock Resources Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereofhereof (other than by reason of a default of one or more of the initial purchasers), the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Istar Financial Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representatives pursuant to Section 56 or 11 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers (or such Initial Purchasers as have terminated this Agreement with respect to themselves), severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Steel Dynamics Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Xxxxxxx Xxxxx pursuant to Section 55 or clauses (i), (v) or (vi) of Section10 hereof, including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Conns Inc)

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Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor the Guarantors to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial Purchaser, Purchaser upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (CNX Resources Corp)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 (other than subsections (ii), (iii) or (iv)) hereof, including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Oshkosh Corp)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representatives pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor the Guarantors to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (CONSOL Energy Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Purchasers pursuant to Section 5, or if the sale to the Initial Purchaser Purchasers of the Securities Notes on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers (or such Initial Purchasers as have terminated this Agreement with respect to themselves), severally, upon demand, demand for all reasonable out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the SecuritiesNotes, including but not limited to fees and disbursements of outside counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Quebecor Media Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Purchasers pursuant to Section 5, or if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor Issuers to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, Issuers agree to reimburse the Initial PurchaserPurchasers (or such Initial Purchasers as have terminated this Agreement with respect to themselves), severally upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including including, but not limited to to, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Petro Financial Corp)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representative pursuant to Section 55 or 10 hereof, or including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereofhereof other than by reason of a default by any of the Initial Purchasers, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Psychiatric Solutions Inc)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representatives pursuant to Section 55 or any of clauses (i), (v) or (vi) of Section 10 hereof, including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (SM Energy Co)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Representatives pursuant to Section 55 or clauses (i), or (v) and (vi) of Section 10 hereof, including if the sale to the Initial Purchaser Purchasers of the Securities on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor Partnership Parties to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree Parent Guarantor agrees to reimburse the Initial PurchaserPurchasers, severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the Securities, including but not limited to including, without limitation, fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Summit Midstream Partners, LP)

Reimbursement of Initial Purchasers’ Expenses. If this Agreement is terminated by the Initial Purchaser Purchasers pursuant to Section 5, or if the sale to the Initial Purchaser Purchasers of the Securities Notes on the Closing Date is not consummated because of any refusal, inability or failure on the part of the Company or any Guarantor to perform any agreement herein or to comply with any provision hereof, the Company and the Guarantors, jointly and severally, agree agrees to reimburse the Initial PurchaserPurchasers (or such Initial Purchasers as have terminated this Agreement with respect to themselves), severally, upon demand, demand for all out-of-pocket expenses that shall have been reasonably incurred by the Initial Purchaser Purchasers in connection with the proposed purchase and the offering and sale of the SecuritiesNotes, including but not limited to fees and disbursements of counsel, printing expenses, travel expenses, postage, facsimile and telephone charges.

Appears in 1 contract

Samples: Purchase Agreement (Nexstar Finance Holdings LLC)

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