Common use of Expenses Paid by Company Clause in Contracts

Expenses Paid by Company. Subject to Section 2.1(b), all expenses incident to the Company's performance of or compliance with this Agreement will be paid by the Company (and, in the case of the filing of a Registration Statement, regardless of whether such Registration Statement becomes effective), including without limitation (i) all registration and filing fees, and any other fees and expenses associated with filings required to be made with the SEC or the NASD (including, if applicable, the fees and expenses of any "qualified independent underwriter" and its counsel as may be required by the rules and regulations of the NASD), (ii) all fees and expenses of compliance with state securities or "Blue Sky" laws (including fees and disbursements of counsel in connection with "Blue Sky" qualifications of the Registrable Securities and determination of their eligibility for investment under the laws of such jurisdictions as the managing underwriters or holders of a majority of the Registrable Securities then outstanding being sold may designate), (iii) all printing, duplicating, word processing, messenger, telephone, facsimile and mailing and delivery expenses (including expenses of printing certificates for the Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses) for the Company, (iv) all printing, mailing and delivery expenses incurred in the preparation and delivery of a Registration Statement or Prospectus, (v) all fees and disbursements of counsel for the Company and of all independent certified public accountants of the Company (including the expenses of any special audit and cold comfort letters required by or incident to such performance), (vi) Securities Act liability insurance or similar insurance if the Company so desires or the underwriters so require in accordance with then-customary underwriting practice, (vii) all fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange or quotation of the Registrable Securities on any inter-dealer quotation system, (viii) any fees and disbursements of underwriters customarily paid by issuers or sellers of securities, (ix) all fees and expenses of any special experts retained by the Company in connection with any Demand Registration or Piggyback Registration, (x) fees and expenses of other Persons retained by the Company without limitation and (xi) in the case of a Demand Registration only, reasonable fees and expenses of no more than one counsel for holders of the Registrable Securities (other than counsel to the Company) (all such expenses being herein called "REGISTRATION EXPENSES"). The Company will, in any event, pay its internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any audit and the fees and expenses of any Person, including special experts, retained by the Company. The underwriting discount and commissions paid to the underwriters in connection with any registration shall be paid by the Company, the holders and any other selling securities holders pro rata based on the number of shares of Equity Securities sold by the Company, the holders and such other securities holders.

Expenses Paid by Company. Subject to Section 2.1(b), all All expenses incident to the Company's performance of or compliance with this Agreement will be paid by the Company (and, in the case of the filing of a Registration Statement, regardless of whether such Registration Statement becomes effective), including without limitation (i) all registration and filing fees, and any other fees and expenses associated with filings required to be made with the SEC or the NASD (including, if applicable, the fees and expenses of any "qualified independent underwriter" and its counsel as may be required by the rules and regulations of the NASD), (ii) all fees and expenses of compliance with state securities or "Blue Sky" laws (including fees and disbursements of counsel in connection with "Blue Sky" qualifications of the Registrable Securities and determination of their eligibility for investment under the laws of such jurisdictions as the managing underwriters or holders of a majority of the Registrable Securities then outstanding being sold may designate), (iii) all printing, duplicating, word processing, messenger, telephone, facsimile and mailing and delivery expenses (including expenses of printing certificates for the Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses) for the Company), (iv) all printing, mailing and delivery expenses incurred in the preparation and delivery of a Registration Statement or Prospectus, (v) all fees and disbursements of counsel for the Company and of all independent certified public accountants of the Company (including the expenses of any special audit and cold comfort letters required by or incident to such performance), (vi) Securities Act liability insurance or similar insurance if the Company so desires or the underwriters so require in accordance with then-then customary underwriting practice, (vii) all fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange or quotation of the Registrable Securities on any inter-dealer quotation system, (viii) any all applicable rating agency fees with respect to the Preferred Stock, (ix) all reasonable fees and disbursements of one law firm or other counsel selected by the holders of a majority of the Registrable Securities being registered, (x) all reasonable fees and disbursements of underwriters customarily paid by issuers or sellers of securities, securities (ix) all fees and expenses of any special experts retained by the Company in connection with any Demand Registration or Piggyback Registration, (x) fees and expenses of other Persons retained by the Company without limitation and (xi) in the case of a Demand Registration only, reasonable fees and expenses of no more than one counsel for holders of the Registrable Securities (other than counsel to the Company) (all such expenses being herein called "REGISTRATION EXPENSES"). The Company will, in any event, pay its internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any audit and the fees and expenses of any Person, including special experts, retained by the Company. The underwriting discount and commissions paid to the underwriters in connection with any registration shall be paid by the Company, the holders and any other selling securities holders pro rata based on the number of shares of Equity Securities sold by the Company, the holders and such other securities holders.except as

Expenses Paid by Company. Subject to Section 2.1(b), all All expenses incident to the Company's performance of or compliance with this Agreement will be paid by the Company (and, in the case of the filing of a Registration Statement, regardless of whether such Registration Statement becomes effective), including without limitation (i) all registration and filing fees, and any other fees and expenses associated with filings required to be made with the SEC or the NASD (including, if applicable, the fees and expenses of any "qualified independent underwriter" and its counsel as may be required by the rules and regulations of the NASD), (ii) all fees and expenses of compliance with state securities or "Blue Sky" laws (including fees and disbursements of counsel in connection with "Blue Sky" qualifications of the Registrable Securities and determination of their eligibility for investment under the laws of such jurisdictions as the managing underwriters underwrit- ers or holders of a majority of the Registrable Securities then outstanding being sold may designate), (iii) all printing, duplicating, word processing, messenger, telephone, facsimile and mailing and delivery expenses (including expenses of printing certificates for the Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses) for the Company, (iv) all printing, mailing and delivery expenses incurred in the preparation and delivery of a Registration Statement or Prospectus, (v) all fees and disbursements of counsel for the Company and of all independent certified public accountants of the Company (including the expenses of any special audit and cold comfort letters required by or incident to such performance), (vi) Securities Act liability insurance or similar insurance if the Company so desires or the underwriters so require in accordance with then-customary underwriting practice, (vii) all fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange or quotation of the Registrable Securities on any inter-dealer quotation system, (viii) all applicable rating agency fees with respect to the Preferred Stock, (ix) any reasonable fees and disbursements of underwriters customarily paid by issuers or sellers of securitiessecurities (except as set forth in Section 2.8(b) below), (ixx) all fees and expenses of any special experts retained by the Company in connection with any Demand Registration or Piggyback Registration, Registration and (xxi) fees and expenses of other Persons retained by the Company without limitation and (xi) in the case of a Demand Registration only, reasonable fees and expenses of no more than one counsel for holders of the Registrable Securities (other than counsel to the Company) limita- tion (all such expenses being herein called "REGISTRATION EXPENSESRegistration Expenses"). The Company will, in any event, pay its internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any audit and the fees and expenses of any Person, including special experts, retained by the Company. The underwriting discount and commissions paid to the underwriters in connection with any registration shall be paid by the Company, the holders and any other selling securities holders pro rata based on the number of shares of Equity Securities sold by the Company, the holders and such other securities holders.

Expenses Paid by Company. Subject to Section 2.1(b), all All expenses incident to the Company's performance of or compliance with this Agreement will be paid by the Company (andCompany, in the case of the filing of a Registration Statementincluding, regardless of whether such Registration Statement becomes effective)without limitation, including without limitation (i) all registration and filing fees, and any other fees and expenses associated with filings required to be made with the SEC or the NASD (including, if applicable, the fees and expenses of any "qualified independent underwriter" and its counsel as may be required by the rules and regulations of the NASD), (ii) all fees and expenses of in connection with compliance with state securities or "Blue Sky" laws (including fees and disbursements of counsel in connection with "Blue Sky" qualifications of the Registrable Securities and determination of their eligibility for investment under the laws of such jurisdictions as the managing underwriters or holders of a majority of the Registrable Securities then outstanding being sold may designate)laws, (iii) all printing, duplicating, word processing, messenger, telephone, facsimile and mailing and delivery expenses (including expenses of printing certificates for the Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses) for the Company), (iv) all printing, mailing and delivery expenses incurred in the preparation and delivery of a Registration Statement or Prospectus, (v) all fees and disbursements of counsel for the Company and of all independent certified public accountants of the Company (including the expenses of any special audit and cold comfort letters required by or incident to such performance), (viv) Securities Act liability insurance or similar insurance if the Company so desires or the underwriters so require in accordance with then-customary underwriting practice, (viivi) all fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange or quotation of the Registrable Securities on any inter-dealer quotation system, (vii) all applicable rating agency fees with respect to the Registrable Securities, (viii) all reasonable fees and disbursements of one law firm or other counsel selected by the holders of a majority of the Registrable Securities being registered, (ix) all fees and expenses of one firm of accountants selected by the holders of a majority of the Registrable Securities being registered, (x) any reasonable fees and disbursements of underwriters customarily paid by issuers or sellers of securities, (ixxi) all fees and expenses of any special experts or other Persons retained by the Company in connection with any Demand Registration or Piggyback Registration, (x) fees and expenses of other Persons retained by the Company without limitation and (xixii) in the case of a Demand Registration only, reasonable fees and expenses of no more than one counsel for holders all of the Registrable Securities (other than counsel to the Company) (all such expenses being herein called "REGISTRATION EXPENSES"). The Company will, in any event, pay its 's internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of . All such expenses are referred to herein as "REGISTRATION EXPENSES." The Company shall not be required to pay any audit and the fees and expenses disbursements of any Person, including special experts, retained by the Company. The underwriting discount and commissions paid to the underwriters in connection with any registration shall be not customarily paid by the Companyissuers of securities, including underwriting discounts and commissions and transfer taxes, if any, attributable to the holders and any other selling securities holders pro rata based on the number sale of shares of Equity Securities sold by the Company, the holders and such other securities holdersRegistrable Securities.

Expenses Paid by Company. Subject Whether or not the transactions contemplated in this Agreement are consummated or if this Agreement is terminated, the Company will pay, in addition to the compensation described in Section 2.1(b3(d) (which Ameriprise may retain up to the point of termination unless this agreement is terminated without any Shares being sold, in which case no such compensation shall be paid), all expenses incident to the Company's performance of or compliance with this Agreement will be paid by the Company (and, in the case of the filing of a Registration Statement, regardless of whether such Registration Statement becomes effective), including without limitation (i) all registration and filing fees, and any other fees and expenses associated with filings required to be made with the SEC or the NASD (including, if applicable, the fees and expenses of any "qualified independent underwriter" and its counsel as may be required by the rules and regulations of the NASD), (ii) all fees and expenses of compliance with state securities or "Blue Sky" laws (including fees and disbursements of counsel in connection with "Blue Sky" qualifications of the Registrable Securities and determination of their eligibility for investment under the laws of such jurisdictions as the managing underwriters or holders of a majority of the Registrable Securities then outstanding being sold may designate), (iii) all printing, duplicating, word processing, messenger, telephone, facsimile and mailing and delivery expenses (including expenses of printing certificates for the Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses) for the Company, (iv) all printing, mailing and delivery expenses incurred in the preparation and delivery of a Registration Statement or Prospectus, (v) all fees and disbursements of counsel for the Company and of all independent certified public accountants of the Company (including the expenses of any special audit and cold comfort letters required by or incident to such performance), (vi) Securities Act liability insurance or similar insurance if the Company so desires or the underwriters so require in accordance with then-customary underwriting practice, (vii) all fees and expenses incurred in connection with the listing formation, qualification and registration of the Registrable Securities on Company and in marketing, distributing and processing the Shares under applicable Federal and state law, and any securities exchange or quotation other fees and expenses actually incurred and directly related to the Offering and the Company’s other obligations under this Agreement, including such fees and expenses as: (i) the preparing, printing, filing and delivering of the Registrable Securities on Registration Statement (as originally filed and all amendments thereto) and of any interpreliminary prospectus and of the Prospectus and any amendments thereof or supplements thereto and the preparing and printing of this Agreement and Subscription Agreements, including the cost of all copies thereof and any financial statements or exhibits relating to the foregoing supplied to Ameriprise in quantities reasonably requested by Ameriprise; (ii) the preparing and printing of the sales material and related documents and the filing and/or recording of such certified certificates or other documents necessary to comply with the laws of the State of Maryland for the formation of a corporation and thereafter for the continued good standing of the Company; (iii) the issuance and delivery of the Shares, including any transfer or other taxes payable thereon; (iv) any escrow arrangements in connection with the transactions described herein, including any compensation or reimbursement to an escrow agent for its services as such; (v) the qualification or registration of the Shares under state securities or “blue sky” laws; (vi) the filing fees payable to the Commission and to FINRA; (vii) the preparation and printing of advertising material in connection with and relating to the Offering, including the cost of all sales literature and investor and broker-dealer quotation system, sales and information meetings; (viii) any fees the cost and disbursements expenses of underwriters customarily paid by issuers or sellers counsel and accountants of securities, the Company; and (ix) all fees and any other expenses of any special experts retained by the Company in connection with any Demand Registration or Piggyback Registration, (x) fees issuance and expenses of other Persons retained by the Company without limitation and (xi) in the case of a Demand Registration only, reasonable fees and expenses of no more than one counsel for holders distribution of the Registrable Securities (other than counsel to the Company) (all such expenses being herein called "REGISTRATION EXPENSES"). The Company will, in any event, pay its internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of any audit and the fees and expenses of any Person, including special experts, retained by the Company. The underwriting discount and commissions paid to the underwriters in connection with any registration shall be paid by the Company, the holders and any other selling securities holders pro rata based on the number of shares of Equity Securities sold by the Company, the holders and such other securities holdersShares.

Expenses Paid by Company. Subject to Section 2.1(b), all All expenses incident to the Company's performance of or compliance with this Agreement will be paid by the Company (andCompany, in the case of the filing of a Registration Statementincluding, regardless of whether such Registration Statement becomes effective)without limitation, including without limitation (i) all registration and filing fees, and any other fees and expenses associated with filings required to be made with the SEC or the NASD (including, if applicable, the fees and expenses of any "qualified independent underwriter" and its counsel as may be required by the rules and regulations of the NASD), (ii) all fees and expenses of in connection with compliance with state securities or "Blue Sky" laws (including fees and disbursements of counsel in connection with "Blue Sky" qualifications of the Registrable Securities and determination of their eligibility for investment under the laws of such jurisdictions as the managing underwriters or holders of a majority of the Registrable Securities then outstanding being sold may designate)laws, (iii) all printing, duplicating, word processing, messenger, telephone, facsimile and mailing and delivery expenses (including expenses of printing certificates for the Registrable Securities in a form eligible for deposit with The Depository Trust Company and of printing prospectuses) for the Company), (iv) all printing, mailing and delivery expenses incurred in the preparation and delivery of a Registration Statement or Prospectus, (v) all fees and disbursements of counsel for the Company and of all independent certified public accountants of the Company (including the expenses of any special audit and cold comfort letters required by or incident to such performance), (viv) Securities Act liability insurance or similar insurance if the Company so desires or the underwriters so require in accordance with then-customary underwriting practice, (viivi) all fees and expenses incurred in connection with the listing of the Registrable Securities on any securities exchange or quotation of the Registrable Securities on any inter-dealer quotation system, (vii) all applicable rating agency fees with respect to the Registrable Securities, (viii) all reasonable fees and disbursements of one law firm or other counsel selected by the holders of a majority of the Registrable Securities being registered, (ix) all fees and expenses of one firm of accountants selected by the holders of a majority of the Registrable Securities being registered, (x) any reasonable fees and disbursements of underwriters customarily paid by issuers or sellers of securities, (ixxi) all fees and expenses of any special experts or other Persons retained by the Company in connection with any Demand Registration or Piggyback Registration, (x) fees and expenses of other Persons retained by the Company without limitation and (xixii) in the case of a Demand Registration only, reasonable fees and expenses of no more than one counsel for holders all of the Registrable Securities (other than counsel to the Company) (all such expenses being herein called "REGISTRATION EXPENSES"). The Company will, in any event, pay its 's internal expenses (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties), the expense of . All such expenses are referred to herein as "Registration Expenses." The Company shall not be required to pay any audit and the fees and expenses disbursements of any Person, including special experts, retained by the Company. The underwriting discount and commissions paid to the underwriters in connection with any registration shall be not customarily paid by the Companyissuers of securities, including underwriting discounts and commissions and transfer taxes, if any, attributable to the holders and any other selling securities holders pro rata based on the number sale of shares of Equity Securities sold by the Company, the holders and such other securities holdersRegistrable Securities.