Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 4 contracts
Samples: Underwriting Agreement (Enphase Energy, Inc.), Underwriting Agreement (EGAIN Corp), Underwriting Agreement (Gsi Technology Inc)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 3 contracts
Samples: Underwriting Agreement (Quantum Epitaxial Designs Inc), Kofax Image Products Inc, Ess Technology Inc
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 2 contracts
Samples: Underwriting Agreement (Southwall Technologies Inc /De/), Kofax Image Products Inc
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a) of this Agreement, each of the Company and the Selling Shareholders hereby agrees to reimburse the Underwriters Underwriter on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Shareholders, respectively, contained herein or failure of the Company or the Selling Stockholders Shareholders, respectively, to perform its or their respective obligations hereunder or under law, all as described in Section 8(a) or 8(b), respectively, notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 2 contracts
Samples: Underwriting Agreement (Cimatron LTD), Underwriting Agreement (Cimatron LTD)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(aSections 7(a) and (b), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 2 contracts
Samples: Underwriting Agreement (Candela Corp /De/), Underwriting Agreement (Signal Technology Corp)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Shareholder contained herein or failure of the Company or the Selling Stockholders Shareholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 2 contracts
Samples: Underwriting Agreement (August Technology Corp), Underwriting Agreement (Quantum Epitaxial Designs Inc)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Underwriting Agreement (Multi Fineline Electronix Inc)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a) and 7(b), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Underwriting Agreement (Intest Corp)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 7 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders Stockholder to perform its or their his respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its their other obligations under Section 8(a7(a) of this Agreement, the Company and the Selling Stockholder, jointly and severally, hereby agrees agree to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders Stockholder to perform its or their his respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders Stockholder to perform its or their respective obligations hereunder or under law, all as described in Section 8(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a) and 7(b), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Measurement Specialties Inc
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders Stockholder to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a6(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders Stockholder to perform its or their respective obligations hereunder or under law, all as described in Section 8(a6(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 7 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Three Five Systems Inc
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Shareholder contained herein or failure of the Company or the Selling Stockholders Shareholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; providedPROVIDED, howeverHOWEVER, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 and the possibility that such payment might would reasonably be expected to later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Reimbursement of Certain Expenses. In addition to its their other obligations under Section 8(a7(a) of this Agreement, the Company and the Selling Shareholder, jointly and severally, hereby agrees agree to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Shareholder contained herein or failure of the Company or the Selling Stockholders Shareholder to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Intevac Inc
Reimbursement of Certain Expenses. In addition to its and their other obligations under Section 8(aSections 7(a) and (b) of this Agreement, the Company and each of the Selling Shareholders hereby agrees severally agree to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the such Selling Stockholder Shareholder, as applicable, contained herein or failure of the Company or the such Selling Stockholders Shareholder to perform its or their respective obligations hereunder or under law, all as described in Section 8(aSections 7(a) and (b), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: White Electronic Designs Corp
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; providedPROVIDED, howeverHOWEVER, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Underwriting Agreement (Micro Component Technology Inc)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Stockholders contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(aSections 7(a) and 7(b), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Underwriting Agreement (Bottomline Technologies Inc /De/)
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other reasonable expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder contained herein or failure of the Company or the Selling Stockholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Applied Films Corp
Reimbursement of Certain Expenses. In addition to its other obligations under Section 8(a7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis the Underwriters for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding brought by a third party arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company or the Selling Stockholder Shareholder contained herein or failure of the Company or the Selling Stockholders Shareholders to perform its or their respective obligations hereunder or under law, all as described in Section 8(a7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 9 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.
Appears in 1 contract
Samples: Underwriting Agreement (Remec Inc)