Common use of Registration and Selling Expenses Clause in Contracts

Registration and Selling Expenses. For purposes of this Agreement, all underwriting discounts and selling commissions applicable to the sale of Registrable Securities (all such expenses being herein referred to as "Selling Expenses"), and all expenses incident to the Corporation's performance of or compliance with this Agreement, including without limitation: A. all registration and filing fees (including with respect to filings required to be made with the National Association of Securities Dealers, Inc.); B. fees and expenses of compliance with securities or blue sky laws (including fees and disbursements of counsel for the underwriters in connection with domestic 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 being sold may designate); C. printing, messenger, telephone and delivery expenses; D. fees and disbursements of counsel for the Corporation; E. fees and disbursements of all independent certified public accountants of the Corporation (including the expenses of any "cold comfort" letters required by or incident to such performance); F. fees and expenses of other Persons retained by the Corporation; (all such expenses being herein called "Registration Expenses") shall be borne as provided in this Agreement; it being understood and agreed that the Corporation shall, 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 annual audit conducted at the end of the Corporation's fiscal year in the ordinary course of business, and the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange and securities association.

Appears in 4 contracts

Samples: Registration Rights Agreement (Systems Holding Inc), Registration Rights Agreement (Systems Holding Inc), Registration Rights Agreement (Electronic Retailing Systems International Inc)

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Registration and Selling Expenses. For purposes of this Agreement, all underwriting discounts and selling commissions applicable to the sale of Registrable Securities (all such expenses being herein referred to as "Selling Expenses"), and all expenses incident to the Corporation's performance of or compliance with this Agreement, including without limitation: A. all registration and filing fees (including with respect to filings required to be made with the National Association of Securities Dealers, Inc.); B. fees and expenses of compliance with domestic securities or blue sky laws (including fees and disbursements of counsel for the underwriters in connection with domestic 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 being sold may designate); C. printing, messenger, telephone and delivery expenses; D. fees and disbursements of counsel for the Corporation; E. fees and disbursements of all independent certified public accountants of the Corporation (including the expenses of any "cold comfort" letters required by or incident to such performance);; and F. fees and expenses of other Persons retained by the Corporation; (all such expenses being herein called "Registration Expenses") shall be borne as provided in this Agreement; it being understood and agreed that the Corporation shall, 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 annual audit conducted at the end of the Corporation's fiscal year in the ordinary course of business, and the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange and securities association.

Appears in 2 contracts

Samples: Registration Rights Agreement (Electronic Retailing Systems International Inc), Registration Rights Agreement (Systems Holding Inc)

Registration and Selling Expenses. For purposes of this Agreement, all underwriting discounts and selling commissions applicable to the sale of Registrable Securities (all such expenses being herein referred to as "Selling Expenses"), and all expenses incident to the Corporation's performance of or compliance with this Agreement, including without limitation: A. all registration and filing fees (including with respect to filings required to be made with the National Association of Securities Dealers, Inc.); B. fees and expenses of compliance with securities or blue sky laws (including fees and disbursements of counsel for the underwriters in connection with domestic 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 being sold may designate); C. printing, messenger, telephone and delivery expenses; D. fees and disbursements of counsel for the Corporation, the underwriters and for the sellers of the Registrable Securities; E. fees and disbursements of all independent certified public accountants of the Corporation (including the expenses of any "cold comfort" letters required by or incident to such performance); F. fees and disbursements of underwriters (excluding Selling Expenses); G. securities acts liability insurance if the Corporation so desires or if the underwriters or selling holders of Registrable Securities so require; H. reasonable fees and expenses of any special experts retained by selling holders of Registrable Securities, by the Corporation at its own initiative or at the request of the managing underwriters in connection with such registration; and I. fees and expenses of other Persons retained by the Corporation; (all such expenses being herein called "Registration Expenses") shall be borne as provided in this Agreement; it being understood and agreed that the Corporation shall, 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 annual audit conducted at the end of the Corporation's fiscal year in the ordinary course of business, and the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange and securities association.

Appears in 1 contract

Samples: Registration Rights Agreement (Esynch Corp/Ca)

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Registration and Selling Expenses. For purposes of this Agreement, all underwriting discounts and selling commissions applicable to the sale of Registrable Securities (all such expenses being herein referred to as "Selling Expenses"), and all expenses incident to the Corporation's performance of or compliance with this Agreement, including without limitation: A. all registration and filing fees (including with respect to filings required to be made with the National Association of Securities Dealers, Inc.); B. fees and expenses of compliance with securities or blue sky laws (including fees and disbursements of counsel for the underwriters in connection with domestic 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 being sold may designate); C. printing, messenger, telephone and delivery expenses; D. fees and disbursements of counsel for the Corporation, the underwriters and for the sellers of the Registrable Securities; E. fees and disbursements of all independent certified public accountants of the Corporation (including the expenses of any "cold comfort" letters required by or incident to such performance); F. fees and disbursements of underwriters (excluding Selling Expenses) G. securities acts liability insurance if the Corporation so desires or if the underwriters or selling holders of Registrable Securities so require; H. reasonable fees and expenses of any special experts retained by selling holders of Registrable Securities, by the Corporation at its own initiative or at the request of the managing underwriters in connection with such registration; and I. fees and expenses of other Persons retained by the Corporation; (all such expenses being herein called "Registration Expenses") shall be borne as provided in this Agreement; it being understood and agreed that the Corporation shall, 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 annual audit conducted at the end of the Corporation's fiscal year in the ordinary course of business, and the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange and securities association.

Appears in 1 contract

Samples: Registration Rights Agreement (Garfinkle Norton Et Al)

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