Holder Expenses means (i) all reasonable and documented fees and expenses incurred by the Holder (including the reasonable fees and expenses of counsel) in connection with the enforcement or protection of any of the Holder’s rights and remedies under the Note Documents, including, without limitation, in connection with any work-out, restructuring, or collection of the Note Obligations, any foreclosure on any Collateral, or any bankruptcy or insolvency proceeding filed by or against any TBG Entity or TBG Holdings, and (ii) Preparation Expenses.
Holder Expenses shall have the meaning specified in Section 5.05.
Holder Expenses means all costs and expenses arising from or related to (i) all registration and filing fees, all fees and expenses associated with filings required to be made with the NASD (including, if applicable, the reasonable fees and expenses of any "qualified independent underwriter" as such term is defined in Schedule E of the By-Laws of the NASD, and of its counsel), as may be required by the rules and regulations of the NASD; (ii) all underwriting discounts; and (iii) all commissions, and in the case of each of the preceding clauses, attributable to the sale of the Registrable Shares held by a Holder.
Examples of Holder Expenses in a sentence
Each Selling Holder shall bear his or its pro rata share of any Selling Holder Expenses.
In relation to each Debenture the relevant Debenture Holder shall pay all Debenture Holder Expenses as provided in the Product Conditions.
The Company shall bear all Registration Expenses, including Indirect Expenses but excluding Selling Holder Expenses (as defined below), incurred in connection with any Registration Statement other than a Registration Statement initiated pursuant to Section 2.1 hereof.
Each Selling Holder shall bear his or her equitable share of any Selling Holder Expenses.
Each Selling Holder shall bear his, her or its share of any Selling Holder Expenses based upon the number of Registrable Securities offered by such Selling Holders pursuant to such Registration Statement.
More Definitions of Holder Expenses
Holder Expenses has the meaning set forth in Section 2.6 of this Agreement.
Holder Expenses means the sum of (i) the fees and expenses arising from the provision of services at or prior to the Closing that have been incurred on or prior to the Closing Date and payable by any member of the Company Group in connection with the preparation, negotiation and execution of this Agreement or any other Transaction Document or the consummation of the transactions contemplated hereby and thereby or in connection with the sale process or pursuing a sale of the Company or the business of the Company to a buyer other than the Acquiror (including all such amounts referred to in Section 3.18) and (ii) the aggregate amount of any Change in Control Payments, in each case, with respect to clauses (i) and (ii), to the extent not paid prior to the Closing. For the avoidance of doubt, Holder Expenses shall not include Taxes other than as expressly set forth in the definition of Change in Control Payments.
Holder Expenses are all reasonable and documented out-of-pocket audit fees and expenses, costs, and expenses (including reasonable and documented out-of-pocket attorneys’ fees and expenses) for preparing, amending, negotiating, administering, defending and enforcing the Note Documents (including, without limitation, those incurred by Agent’s or any Holder’s representatives in attending Issuer’s board meetings, and in connection with appeals or Insolvency Proceedings) or otherwise incurred by Agent or any Holder with respect to Issuer.
Holder Expenses means any documented, out-of-pocket costs, expenses, professional fees (including, without limitation, attorneys’ fees), and other charges incurred by the Holder in connection with the negotiation, documentation, enforcement or administration of this Note from time to time.
Holder Expenses means the sum of (a) the fees and expenses arising from the provision of services prior to the Closing that have been incurred on or prior to the Closing Date and payable by any member of the Company Group in connection with the preparation, negotiation and execution of this Agreement and by any other Transaction Document and the consummation of the transactions contemplated hereby and thereby (including all such amounts referred to in Section 3.16), (b) the aggregate amount of any Change in Control Payments, (c) the employer portion of any payroll, social security, unemployment or similar Tax incurred in connection with (i) any Change in Control Payment and (ii) any payment of Employee Option Consideration,(d) fifty percent (50%) of the fees set forth on, or contemplated by, Exhibit A to the Escrow Agreement), (e) one hundred percent (100%) of the fees and expenses of the D&O Tail Policy, (f) fifty percent (50%) of the fees and expenses of the Paying Agent solely in its capacity as such, and (g) fees, costs and expenses associated with obtaining any waivers, consents and approvals required in connection with the transactions contemplated by this Agreement.
Holder Expenses means and includes: all costs or expenses required to be paid by the Company under this Agreement which are paid or advanced by Holder; attorney’s fees, cost and expenses paid to Holder’s attorney in connection with the preparation of this Agreement, taxes and insurance premiums of every nature and kind of the Company paid by Holder; filing, recording, publication and search fees paid or incurred by Holder in connection with Holder's transactions with the Company; costs and expenses incurred by Holder to correct any default or enforce any provision of this Agreement, or in gaining possession of, maintaining, handling, preserving, storing, shipping, selling, disposing of, preparing for sale and/or advertising to sell the Collateral, whether or not a sale is consummated; costs and expenses of suit incurred by Holder in enforcing or defending this Agreement or any portion hereof, including, but not limited to, expenses incurred by Holder in attempting to obtain relief from any stay, restraining order, injunction or similar process which prohibits Holder from exercising any of its rights or remedies; and reasonable attorneys' fees and expenses incurred by Holder in advising, structuring, drafting, reviewing, amending, terminating, enforcing, defending or concerning this Agreement, or any portion hereof or any agreement related hereto, whether or not suit is brought.
Holder Expenses means costs and expenses of any holder of Registrable Securities whose Registrable Securities are to be registered pursuant to this Agreement comprising underwriters' commissions, brokerage fees, transfer taxes or the fees and expenses of any accountants, counsel (other than the one counsel referenced in the definition of Registration Expenses below) or other representatives retained by any such holder.