Common use of Expenses of the Offering Clause in Contracts

Expenses of the Offering. (1) Except as provided for in Section 10(2), whether or not the transactions contemplated by this Agreement are completed or this Agreement is terminated, the Fund will pay or cause to be paid all costs and expenses of, or incidental to, the performance of its obligations hereunder and all costs and expenses of, or incidental to, all other matters in connection with the transactions contem plated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the distribution of the Offered Securities; (iii) the fees relating to listing the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) the fees and expenses of counsel for the Fund and all fees and expenses of local counsel for the Fund (including U.S. counsel); (v) all fees and expenses of the Fund’s auditors and other advisors and the auditors and other advisors of HPH; (vi) all costs and out-of-pocket expenses of the Fund relating to the marketing of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; (viii) all costs and expenses incurred in connection with preparing, printing, translating and distributing commercial copies of the Offering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses of CDS Clearing and Depository Services Inc., the Depository Trust Company , the Debenture Trustee and the Fund’s registrar and transfer agent and all applicable taxes thereon.

Expenses of the Offering. (1) Except as provided for in Section 10(2), whether or not the transactions contemplated by this Agreement are completed or this Agreement is terminated, the Fund Corporation will pay or cause to be paid all costs and expenses of, or incidental to, the performance of its obligations hereunder and all costs and expenses of, or incidental to, all other matters in connection with the transactions contem plated contemplated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the distribution of the Offered SecuritiesSecurities and the Over-Allotment Option; (iii) the fees relating to listing the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) the fees and expenses of counsel for the Fund Corporation and all fees and expenses of local counsel for the Fund Corporation (including U.S. counsel); (v) all fees and expenses of the FundCorporation’s auditors and other advisors and the auditors and other advisors of HPHadvisors; (vi) all costs and out-of-pocket expenses of the Fund Corporation relating to the marketing of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund Corporation relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; (viii) all costs and expenses incurred in connection with preparing, printing, translating and distributing commercial copies of the Offering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses of CDS Clearing and Depository Services Inc., the Depository Trust Company Company, the Debenture Trustee and the FundCorporation’s registrar and transfer agent and all applicable taxes thereon.

Expenses of the Offering. (1) Except as provided for in Section 10(2), whether or not the transactions contemplated by this Agreement are completed or this Agreement is terminated, the Fund will pay or cause to be paid all costs and expenses of, or incidental to, the performance of its obligations hereunder and all costs and expenses of, or incidental to, all other matters in connection with the transactions contem plated contemplated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the distribution of the Offered Securities; (iii) the fees relating to listing the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) the fees and expenses of counsel for the Fund and all fees and expenses of local counsel for the Fund (including U.S. counsel); (v) all fees and expenses of the Fund’s auditors and other advisors and the auditors and other advisors of HPH; (vi) all costs and out-of-pocket expenses of the Fund relating to the marketing of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; (viii) all costs and expenses incurred in connection with preparing, printing, translating and distributing commercial copies of the Offering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses of CDS Clearing and Depository Services Inc., the Depository Trust Company Company, the Debenture Trustee and the Fund’s registrar and transfer agent and all applicable taxes thereon.

Expenses of the Offering. (1) Except as provided for in Section 10(2), whether Whether or not the transactions herein contemplated by this Agreement are completed or this Agreement is terminatedshall be completed, the Fund will pay or cause to be paid except as hereinafter specifically provided, all costs and expenses of, of or incidental toto the authorization, allotment and issue of the performance of its obligations hereunder Shares and all costs and expenses of, of or incidental to, to all other matters in connection with the such transactions contem plated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorizationlisting fees, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the distribution of Shares for sale to the Offered Securities; (iii) public, the fees relating to listing the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) the reasonable fees and expenses of counsel for the Fund and Company, all reasonable fees and expenses of local counsel for the Fund (including U.S. counsel); (v) , all reasonable fees and expenses of the Fund’s auditors and other advisors and the auditors and other advisors of HPH; (vi) Company's auditors, all reasonable costs and out-of-pocket expenses of the Fund relating to the marketing of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund relating to information meetings (including roadshow expenses), all filing and to preparation of Marketing Materials, if any, with potential investors; (viii) listing fees and all costs and expenses incurred in connection with preparingthe preparation, printingprinting and filing of, translating and distributing commercial copies any costs associated with electronic delivery by the Underwriters to investors of, the Registration Statement, Canadian Preliminary Prospectus, U.S. Preliminary Prospectus, Canadian Prospectus, U.S. Prospectus, Supplementary Material and any Permitted Free Writing Prospectus, filing fees incident to the review by FINRA of the Offering Documents and any Marketing Materials; (ix) terms of the costs sale of preparing share certificates representing the Offered Securities; and (x) all Shares, fees and expenses of CDS Clearing and Depository Services Inc., the Depository Trust Company , the Debenture Trustee and the Fund’s registrar and transfer agent and all registrar for the Shares shall be borne by and be for the account of the Company, provided that the Company shall only be responsible for up to US$245,000 of the legal fees of Underwriters' counsel (exclusive of disbursements and applicable taxes thereontaxes), and provided further that if the over-allotment option provided for in Section 3(c) is exercised by the Underwriters, in whole or in part, then the Company agrees to be responsible for an additional amount of up to US$15,000 of the legal fees of Underwriters' counsel (exclusive of disbursements and applicable taxes).

Expenses of the Offering. (1) Except as provided for in Section 10(2), whether 16. Whether or not the transactions herein contemplated by this Agreement are completed or this Agreement is terminatedshall be completed, the Fund will pay or cause to be paid except as hereinafter specifically provided, all costs and expenses of, of or incidental toto the creation, authorization, allotment, issue, delivery and marketing of the performance of its obligations hereunder Convertible Debentures and all costs and expenses of, of or incidental to, to all other matters in connection with the such transactions contem plated hereunder, including, without limitation, (i) the costs and expenses incidental to the authorizationlisting fees, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the distribution Convertible Debentures for sale to the public, printing and translation, costs of the Offered Securities; (iii) certificates, fees of the fees relating to listing transfer agent and registrar, as the Offered Securities on any stock exchange and arranging for clearance and settlement arrangements; (iv) case may be, the fees and expenses of counsel for the Fund Company, the fees and expenses of Underwriters' counsel all fees and expenses of local counsel for the Fund (including U.S. counsel); (v) , all fees and expenses of the Fund’s Company's auditors and other advisors and the auditors and other advisors of HPH; (vi) predecessor auditors, all costs relating to information meetings and all costs incurred in connection with the preparation and printing of the Prospectus, Supplementary Material and U.S. Private Placement Memorandum and definitive certificate representing the Convertible Debentures, shall be borne by and be for the account of the Company; provided that the Company shall be responsible for 50% of the total fees and disbursements of Underwriters' legal counsel and all out-of-pocket expenses of the Fund relating Underwriters, subject to a maximum of $100,000. In addition, in the marketing event the transactions herein contemplated are not completed as a result of the Offered Securities; (vii) all travel and roadshow and other costs Company's failure to comply with the terms of this agreement, the out-of-pocket expenses of the Fund relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; Underwriters (viii) including all costs and expenses incurred in connection with preparing, printing, translating and distributing commercial copies of the Offering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses disbursements of CDS Clearing Underwriters' counsel) shall be borne by and Depository Services Inc., be for the Depository Trust Company , account of the Debenture Trustee and the Fund’s registrar and transfer agent and all applicable taxes thereonCompany.

Expenses of the Offering. (1) Except as provided for in Section 10(2), whether Whether or not the transactions herein contemplated by this Agreement are completed or this Agreement is terminatedcompleted, the Fund will pay or cause to be paid all costs and expenses of, of or incidental to, to the performance issue and offering of its obligations hereunder and all costs and expenses of, or incidental to, all other matters in connection with the transactions contem plated hereunderOffered Securities shall be borne by the Corporation, including, without limitation, (i) the costs and expenses incidental to the authorization, issuance, sale, preparation and delivery of the Offered Securities to the Underwriters and any Taxes payable in connection therewith; (ii) the costs and expenses payable in connection with the qualification of the distribution Offered Securities for Distribution in the Qualifying Jurisdictions; the preparation, printing, issuance and delivery of certificates for the Offered Securities, including any stamp or transfer taxes in connection with the original issuance and sale of the Offered Securities; (iii) the fees relating travel, transportation and other expenses in connection with roadshows, marketing activities and presentations to listing prospective purchasers of the Offered Securities on any stock exchange and arranging for clearance and settlement arrangementsSecurities; (iv) the fees and expenses of counsel for the Fund and all fees and expenses of local counsel for the Fund (including U.S. counsel); (v) all fees other costs and expenses of the FundCorporation and its representatives incidental to the performance by the Corporation of its obligations hereunder; the fees, disbursements and expenses of the Corporation’s auditors counsel and other advisors auditors; listing fees; all costs incurred in connection with the preparation, translation, printing, filing and delivery of the Base Shelf Prospectus, the Prospectus Supplement, the U.S. Memorandum, any marketing materials and any Amendment or supplement to any of them; and taxes on all of the foregoing. The Underwriters will be responsible for fees and disbursements of the Underwriters’ legal counsel and the auditors and other advisors of HPH; (vi) all costs and Underwriters’ out-of-pocket expenses expenses, provided, however, that if the Offering is not completed due to any failure by the Corporation to comply with the terms of this Agreement, the Corporation shall reimburse the Underwriters for the reasonable fees and disbursements of the Fund relating to the marketing of the Offered Securities; (vii) all travel and roadshow and other costs of the Fund relating to information meetings and to preparation of Marketing Materials, if any, with potential investors; (viii) all costs and expenses incurred in connection with preparing, printing, translating and distributing commercial copies of the Offering Documents and any Marketing Materials; (ix) the costs of preparing share certificates representing the Offered Securities; and (x) all fees and expenses of CDS Clearing and Depository Services Inc., the Depository Trust Company , the Debenture Trustee and the Fund’s registrar and transfer agent and all applicable taxes thereonUnderwriters’ legal counsel.