Common use of Action to be Taken by the Company Clause in Contracts

Action to be Taken by the Company. In connection with the registration of Shares in accordance with Section 12.1, and Section 12.2 hereof, the Company shall: (a) bear the expenses of any registration under Section 12.1 or 12.2 hereof, including but not limited to legal, accounting and printing fees; provided, however, that in no event shall the Company be obligated to pay (i) any fees and disbursements of legal counsel retained by Holders of Representative Warrants and/or Shares, or (ii) any underwriters' discount or commission payable in respect of such Shares, payment of which shall, in each case, be the sole responsibility of the Holders of the Shares; (b) use its best efforts to register or qualify the Shares for offer or sale under state securities or blue sky laws of such jurisdictions in which the participating Holders propose to offer Shares, and to do any and all other acts and things that may be necessary or advisable to enable the Holders to consummate the proposed sale, transfer or other disposition of such securities in any jurisdiction; and (c) enter into a cross-indemnity agreement, in customary form, with each underwriter, if any, and each Holder of Shares included in such Registration Statement provided that, if so requested by the underwriter, such Holders shall provide the underwriters with several indemnity agreements as to information regarding such Holders.

Action to be Taken by the Company. In connection with the registration of Shares in accordance with Section 12.1, and Section 12.2 12.1 hereof, the Company shall: : (a) bear the expenses of any registration under Section 12.1 or 12.2 hereof, including but not limited to legal, accounting and printing fees; provided, however, that in no event shall the Company be obligated to pay (i) any fees and disbursements of legal counsel retained by Holders of Representative Warrants and/or Shares, or (ii) any underwriters' discount or commission payable in respect of such Shares, payment of which shall, in each case, be the sole responsibility of the Holders of the Shares; ; (b) use its best efforts to register or qualify the Shares for offer or sale under state securities or blue sky laws of such jurisdictions in which the participating Holders propose to offer Shares, and to do any and all other acts and things that may be necessary or advisable to enable the Holders to consummate the proposed sale, transfer or other disposition of such securities in any jurisdiction; and and 8 9 (c) enter into a cross-indemnity agreement, in customary form, with each underwriter, if any, and each Holder of Shares included in such Registration Statement provided that, if so requested by the underwriter, such Holders shall provide the underwriters with several indemnity agreements as to information regarding such Holders.

Action to be Taken by the Company. In connection with the registration of the Shares or other securities for which the Warrants become exercisable in accordance with Section 12.1, and Section 12.2 hereofparagraphs (a) or (b) above, the Company shallagrees to: (ai) bear the expenses expense of any registration or qualification under Section 12.1 paragraph (a), on one occasion, or 12.2 hereofunder paragraph (b), on any number of occasions, including but not limited to legal, accounting and printing fees; provided, however, that in no event shall the Company be obligated to pay (iA) any fees and disbursements of legal more than one set of counsel retained by Holders for the Warrant Holder(s) which reimburesment shall be limited to reasonable attorney's fees in the event of Representative Warrants and/or Sharesa registration or qualification under paragraph (b), or (iiB) any underwriters' discount or commission payable in respect of to such SharesShares or other securities for which the Warrants become exercisable, payment of which shall, in each case, be the sole responsibility of the Holders of the Sharesrespective Warrant Holder(s) thereof; (bii) use its best efforts to register or qualify the Shares or other securities for which the Warrants become exercisable for offer or sale under state securities or blue sky laws of such jurisdictions in which as the participating Holders propose to offer Shares, and to do any and all other acts and things that may be necessary or advisable to enable the Holders to consummate the proposed sale, transfer or other disposition of such securities in any jurisdiction; and (c) enter into a cross-indemnity agreement, in customary form, with each underwriter, if any, and each Holder of Shares included in such Registration Statement provided that, if so requested by the underwriter, such Warrant Holders shall provide the underwriters with several indemnity agreements as to information regarding such Holders.reasonably

Action to be Taken by the Company. In connection with the registration of Warrants and/or Shares in accordance with Section 12.1sections 13.1, and Section 12.2 hereof13.2 or 13.3, the Company shall: (a) bear Bear the expenses of any registration under Section 12.1 section 13.1 or 12.2 hereofsection 13.2, including but not limited to legal, accounting and printing fees; , provided, however, that in no event shall the Company be obligated to pay (iA) any fees and disbursements of legal counsel retained by Holders of Representative Warrants and/or Shares, or (iiB) any underwriters' discount or commission payable in respect of such Warrants and/or Shares, payment of which shall, in each case, be the sole responsibility of the Holders of the Warrants and/or Shares; (b) use Use its best efforts to register or qualify the Warrants and/or Shares for offer or sale under state securities or blue sky laws of such jurisdictions in which the participating Holders propose to offer Warrants and/or Shares, and to do any and all other acts and things that may be necessary or advisable to enable the Holders to consummate the proposed sale, transfer or other disposition of such securities in any jurisdiction; and (c) enter Enter into a cross-indemnity agreement, in customary form, with each underwriter, if any, and each Holder of Shares securities included in such Registration Statement provided that, if so requested by the underwriter, such Holders holders shall provide the underwriters with several indemnity agreements as to information regarding such Holdersholders.