Expenses; Reliance. Matador will pay all reasonable expenses, including, without limitation, registration fees, qualification fees, legal expenses, including the reasonable fees and expenses of one counsel to the holders of Registrable Shares whose Registrable Shares are being registered, printing expenses and the costs of special audits, if any and "COLD COMFORT" letters, expenses of underwriters (excluding reasonable discounts and commissions, but including the reasonable fees and expenses of any necessary special experts) in connection with the registration, qualification, notification or exemption requested by any holder or holders of Registrable Shares pursuant to Section 5.3 or Section 5.5. Notwithstanding the foregoing, Matador shall not be required to bear any such expenses in connection with any registration of Registrable Shares under the Securities Act pursuant to Section 5.3 more than twice, PROVIDED, that:
Expenses; Reliance. The Company will pay all expenses (including, without limitation, registration fees, qualification fees, legal expenses, including the reasonable fees and expenses of one counsel to the Holders whose Registrable Shares are being registered, accounting and printing expenses, the cost of special audits or "cold comfort" letters, expenses of underwriters, excluding discounts and commissions but including the reasonable fees and expenses of special experts) in connection with each registration pursuant to SS.2.3 and each registration pursuant to SS.2.5. The Company shall furnish to each Holder of Registrable Shares which are the subject of any registration pursuant to this Agreement, on the date that the registration becomes effective, and redeliver in connection with the filing of each post-effective amendment, (i) an opinion, dated such date, of the independent counsel representing the Company for the purposes of such registration, addressed to such Holder, stating that such registration has become effective under the Securities Act and addressing such other customary legal matters as reasonably requested by such Holder; and (ii) a letter dated such date, from the independent certified public accountants of the Company, addressed to such Holders stating that they are independent certified public accountants within the meaning of the Securities Act, and that, in the opinion of such accountants, the financial statements and other financial data of the Company included in the registration or qualification or filing for exemption or the prospectus, or any amendment or supplement thereto, comply as to form in all material respects with the applicable accounting requirements of the Securities Act. Such letter from the independent certified public accountants shall additionally cover such other financial matters (including information as to the period ending not more than five business days prior to the date of such letter) with respect to the registration in respect of which such letter is being given as the Holders holding a majority of the outstanding Registrable Shares being so registered or any underwriter may reasonably request.
Expenses; Reliance. The Company will pay all expenses, including, without limitation, registration fees, qualification fees, blue sky fees, or legal expenses, including the reasonable fees and expenses of one separate legal firm as counsel to the Holders whose Registrable Securities are being registered, printing expenses and the costs of special audits, if any and "cold comfort" letters, expenses of underwriters (excluding reasonable discounts and commissions, but including the reasonable fees and expenses of any necessary special experts) in connection with the registration or qualification requested by any Holder or Holders of Registrable Securities pursuant to Sections 2.1 or 2.2.
Expenses; Reliance. 12 SECTION 7.8
Expenses; Reliance. Company will pay all expenses, including, without limitation, registration fees, qualification fees, legal expenses (including the reasonable fees and expenses of one counsel to the Holders of Warrants or Restricted Shares whose Underlying Shares or Restricted Shares are being registered), printing expenses and the costs of special
Expenses; Reliance. 13 Section 7.8 Indemnification and Contribution. 13 Section 7.9 Additional Registration Rights 15
Expenses; Reliance. Company will pay all expenses, including, without limitation, registration fees, qualification fees, legal expenses (including the reasonable fees and expenses of one counsel to the Holders of Warrants or Registrable Warrant Shares being registered), printing expenses and the costs of special audits, if any, and “cold comfort” letters, expenses of underwriters (excluding underwriting discounts and commissions, but including the reasonable fees and expenses of any necessary special experts) in connection with the registration and qualification, notification or exemption requested by any Holder or Holders of Warrants or Registrable Warrant Shares pursuant to Section 7.3 or Section 7.5. The Holders of the Registrable Warrant Shares shall be responsible for applicable transfer taxes, brokerage commissions and their share of the underwriting discounts and commissions.
Expenses; Reliance. The Company will pay all reasonable expenses, including, without limitation, registration fees, qualification fees, legal expenses, including the reasonable fees and expenses of one counsel to the holders of Series A Preferred Stock or Conversion Shares whose Underlying Shares or Conversion Shares are being registered, printing expenses and the costs of special audits, if any and "COLD COMFORT" letters, expenses of underwriters (excluding reasonable discounts and commissions, but including the reasonable fees and expenses of any necessary special experts) in connection with the registration, qualification, notification or exemption requested by any holder or holders of Series A Preferred Stock or Conversion Shares pursuant to Section 8.03 OR Section 8.05. Notwithstanding the foregoing, The Company shall not be required to bear any such expenses in connection with any registration of Underlying Shares or Conversion Shares under the Securities Act pursuant to Section 8.03 more than twice, PROVIDED, that:
Expenses; Reliance. 13 Section 7.8
Expenses; Reliance. The Company shall pay all expenses (other than the expenses of underwriters), including, without limitation, registration fees, qualification fees, legal expenses (including the reasonable fees and expenses of one counsel to the Holders of the Warrants or Restricted Shares whose Underlying Shares or Restricted Shares are being registered), printing expenses and the costs of special audits, if any, and "cold comfort" letters in connection with the registration and qualification, notification or exemption requested by any Holder or Holders of Warrants or Restricted Shares pursuant to Section 7.3 and Section 7.5. In addition, the Company shall pay the expenses of underwriters (excluding underwriting discounts and commissions, but including the reasonable fees and expenses of any necessary special experts) in connection with the registration and qualification, notification or exemption requested by any Holder or Holders of Warrants or Restricted Shares pursuant to Section 7.3 and Section 7.5. The Holders of the Underlying Shares and/or Restricted Shares shall be responsible for applicable transfer taxes, brokerage commissions and their pro rata share of the underwriting discounts and commissions in connection with any registration requested by any Holder or Holders of Warrants or Restricted Shares pursuant to Section 7.3 or Section 7.5.
