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Common use of Agreements of the Selling Stockholders Clause in Contracts

Agreements of the Selling Stockholders. Each Selling Stockholder, severally and not jointly, agrees with you and the Company, whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, to pay or cause to be paid all reasonable expenses incident to the performance of the Selling Stockholders' obligations under this Agreement, including: (i) the fees, disbursements and expenses of any Selling Stockholder's counsel in connection with the registration and delivery of the Shares under the Act, (ii) all costs and expenses related to the transfer and delivery of the Firm Shares to the Underwriters, including any transfer or other taxes payable thereon, and (iii) all other costs and expenses incident to the performance of the obligations of the Selling Stockholders hereunder for which provision is not otherwise made in this Section. The provisions of this Section shall not supersede or otherwise affect any separate agreement that the Company and any Selling Stockholders may have for allocation of such expenses among themselves.

Appears in 2 contracts

Samples: Underwriting Agreement (Young & Rubicam Inc), Underwriting Agreement (Young & Rubicam Inc)

Agreements of the Selling Stockholders. Each Selling Stockholder, severally and not jointly, agrees with you and the Company, whether or not the transactions contemplated in this Agreement are consummated or this Agreement is terminated, to pay or cause to be paid all reasonable expenses incident to the performance of the Selling Stockholders' obligations under this Agreement, including: (i) the fees, disbursements and expenses of any Selling Stockholder's counsel in connection with the registration and delivery of the Shares under the Act, (ii) all costs and expenses related to the transfer and delivery of the Firm Selling Stockholder Shares to the Underwriters, including any transfer or other taxes payable thereon, and (iii) all other costs and expenses incident to the performance of the obligations of the Selling Stockholders hereunder for which provision is not otherwise made in this Section. The provisions of this Section shall not supersede or otherwise affect any separate agreement that the Company and any Selling Stockholders may have for allocation of such expenses among themselves.

Appears in 1 contract

Samples: Underwriting Agreement (Young & Rubicam Inc)