Common use of Company’s Expenses Clause in Contracts

Company’s Expenses. Except as otherwise provided in Section 2.2, all expenses incident to the Company’s performance of, or compliance with, this Agreement, including, but not limited to, all registration and filing fees, fees and expenses of compliance with securities or blue sky laws, printing expenses, messenger and delivery expenses, and fees and disbursements of counsel for the Company and all independent certified public accountants, underwriters (excluding discounts and commissions) and other Persons retained by the Company (all such expenses being herein called “Registration Expenses”), shall be borne by the Company, provided that the Company shall not be required to pay sales commissions, discounts or transfer taxes. In addition, the Company shall pay its internal expenses (including, but not limited to, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit or quarterly review, the expense of any liability insurance obtained by the Company and the expenses and fees for listing the securities to be registered on each securities exchange. In connection with any other resales of Registrable Securities under shelf registrations under Section 3, the Company shall reimburse the Holders of such Registrable Securities for the reasonable fees and disbursements of one counsel chosen by the Holders of more than 50% of such Registrable Securities, it being understood that such costs and expenses shall be considered “Registration Expenses” for purposes of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Carlyle Group L.P.), Registration Rights Agreement (Carlyle Group L.P.)

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Company’s Expenses. Except as otherwise provided in Section 2.2, The Company will pay all expenses incident to the Company’s performance of, of or compliance with, with this Agreement, including, but not limited to, : all registration and filing fees, ; fees and expenses of compliance with securities or blue sky laws, ; printing expenses, ; messenger and delivery expenses, ; and fees and disbursements of counsel for the Company Company; reasonable fees and disbursements of one counsel chosen by the holders of a majority of the Registrable Securities to be included in such registration to represent all independent certified holders of Registrable Securities to be included in the registration; fees and disbursements of the Company’s registered public accountants, underwriters (excluding discounts accounting firm; and commissions) reasonable fees and disbursements of all other Persons retained by the Company (all such expenses being herein called “Registration Expenses”); provided, shall however, that, as between the Company and holders of Registrable Securities, all underwriting discounts and commissions and transfer taxes relating to the Registrable Securities will be borne by the Company, provided that the Company shall not be required to pay sales commissions, discounts or transfer taxesholders of such Registrable Securities. In addition, the Company shall will pay its internal expenses (including, but not limited to, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit or quarterly review, the expense of any liability insurance obtained by the Company and the expenses and fees for listing the securities to be registered on each securities exchange. In connection with any other resales of Registrable Securities under shelf registrations under Section 3, the Company shall reimburse the Holders of such Registrable Securities for the reasonable fees and disbursements of one counsel chosen by the Holders of more than 50% of such Registrable Securities, it being understood that such costs and expenses shall be considered “Registration Expenses” for purposes of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Fresh Market, Inc.), Registration Rights Agreement (Fresh Market, Inc.)

Company’s Expenses. Except as otherwise provided in Section 2.2, The Company will pay all expenses incident to the Company’s performance of, of or compliance with, with this Agreement, including, but not limited to, : all registration and filing fees, ; fees and expenses of compliance with securities or blue sky laws, ; printing expenses, ; messenger and delivery expenses, ; and fees and disbursements of counsel for the Company Company; reasonable fees and disbursements of one counsel chosen by the holders of 20% of the Registrable Securities to be included in such registration to represent all independent certified holders of Registrable Securities to be included in the registration; fees and disbursements of the Company’s registered public accountants, underwriters (excluding discounts accounting firm; and commissions) reasonable fees and disbursements of all other Persons retained by the Company (all such expenses being herein called “Registration Expenses”); provided, shall however, that, as between the Company and holders of Registrable Securities, all underwriting discounts and commissions and transfer taxes relating to the Registrable Securities will be borne by the Company, provided that the Company shall not be required to pay sales commissions, discounts or transfer taxesholders of such Registrable Securities. In addition, the Company shall will pay its internal expenses (including, but not limited to, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit or quarterly review, the expense of any liability insurance obtained by the Company and the expenses and fees for listing the securities to be registered on each securities exchange. In connection with any other resales of Registrable Securities under shelf registrations under Section 3, the Company shall reimburse the Holders of such Registrable Securities for the reasonable fees and disbursements of one counsel chosen by the Holders of more than 50% of such Registrable Securities, it being understood that such costs and expenses shall be considered “Registration Expenses” for purposes of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Ardagh Group S.A.)

Company’s Expenses. Except as otherwise provided in Section 2.2, The Company shall pay all expenses incident to the Company’s performance of, of or compliance with, with this Agreement, including, but not limited to, : all registration and filing fees, ; fees and expenses of compliance with securities or blue sky laws, ; printing expenses, ; messenger and delivery expenses, and ; fees and disbursements of counsel for the Company Company; reasonable fees and disbursements of one counsel chosen by Altice Equity Holders holding 10% of the Registrable Securities to be included in such registration to represent all independent certified holders of Registrable Securities to be included in the registration; fees and disbursements of the Company’s registered public accountants, underwriters (excluding discounts accounting firm; and commissions) reasonable fees and disbursements of all other Persons retained by the Company (all such expenses being herein called “Registration Expenses”); provided, shall however, that, as between the Company and holders of Registrable Securities, all underwriting discounts and commissions and transfer taxes relating to the Registrable Securities will be borne by the Company, provided that the Company shall not be required to pay sales commissions, discounts or transfer taxesholders of such Registrable Securities. In addition, the Company shall pay its internal expenses (including, but not limited to, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit or quarterly review, the expense of any liability insurance obtained by the Company and the expenses and fees for listing the securities to be registered on each securities exchange. In connection with any other resales of Registrable Securities under shelf registrations under Section 3, the Company shall reimburse the Holders of such Registrable Securities for the reasonable fees and disbursements of one counsel chosen by the Holders of more than 50% of such Registrable Securities, it being understood that such costs and expenses shall be considered “Registration Expenses” for purposes of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Teads S.A.)

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Company’s Expenses. Except as otherwise provided in Subject to Section 2.22.4 and Section 3.1(d), the Company will pay all expenses incident to the Company’s performance of, of or compliance with, with this Agreement, including, but not limited to, : all registration and filing fees, ; fees and expenses of compliance with securities or blue sky laws, ; printing expenses, ; messenger and delivery expenses, ; and fees and disbursements of counsel for the Company Company; reasonable fees and disbursements of one counsel chosen by the holders of a majority of the Registrable Securities to be included in such registration to represent all independent certified holders of Registrable Securities to be included in the registration; fees and disbursements of the Company’s registered public accountants, underwriters (excluding discounts accounting firm; and commissions) reasonable fees and disbursements of all other Persons retained by the Company (all such expenses being herein called “Registration Expenses”); provided, shall however, that, as between the Company and holders of Registrable Securities, all underwriting discounts and commissions and transfer taxes relating to the Registrable Securities will be borne by the Company, provided that the Company shall not be required to pay sales commissions, discounts or transfer taxesholders of such Registrable Securities. In addition, the Company shall will pay its internal expenses (including, but not limited to, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any annual audit (except as set forth in Section 2.6) or quarterly review, the expense of any liability insurance obtained by the Company and the expenses and fees for listing the securities to be registered on each securities exchange. In connection with any other resales of Registrable Securities under shelf registrations under Section 3, the Company shall reimburse the Holders of such Registrable Securities for the reasonable fees and disbursements of one counsel chosen by the Holders of more than 50% of such Registrable Securities, it being understood that such costs and expenses shall be considered “Registration Expenses” for purposes of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Natural Grocers by Vitamin Cottage, Inc.)

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