Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 15 contracts
Samples: Underwriting Agreement (Marriott International Inc /Md/), Underwriting Agreement (Marriott International Inc /Md/), Terms Agreement (Marriott International Inc /Md/)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 12 contracts
Samples: Underwriting Agreement (Giga Information Group Inc), Underwriting Agreement (Liquid Audio Inc), Underwriting Agreement (Alliance Pharmaceutical Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 12 contracts
Samples: Underwriting Agreement (Centene Corp), Underwriting Agreement (Talk City Inc), Underwriting Agreement (Cancervax Corp)
Reimbursement of Underwriters’ Expenses. If (a) notice shall have been given pursuant to Section 7 terminating the Company obligations of the Underwriters hereunder, (b) the Seller shall fail to tender the Securities Notes for delivery to the Underwriters for any reason permitted under this Agreement or (bc) the Underwriters shall decline to purchase the Securities Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company Seller shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company Seller shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company Seller shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 9 contracts
Samples: Underwriting Agreement (Navistar Financial 2004-B Owner Trust), Underwriting Agreement (Navistar Financial 2005-a Owner Trust), Underwriting Agreement (Navistar Financial Retail Receivables Corporation)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters’ obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 6 contracts
Samples: Underwriting Agreement (Ariad Pharmaceuticals Inc), Underwriting Agreement (PRN Corp), Underwriting Agreement (Indymac Bancorp Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 5 contracts
Samples: Underwriting Agreement (Sugen Inc), Underwriting Agreement (High Speed Access Corp), Underwriting Agreement (Harris Interactive Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares because any condition to the Underwriters’ obligations hereunder required to be fulfilled by the Company or any of its subsidiaries is not fulfilled for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)reason, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 5 contracts
Samples: Underwriting Agreement (Chatham Lodging Trust), Underwriting Agreement (Chatham Lodging Trust), Underwriting Agreement (Chatham Lodging Trust)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 4 contracts
Samples: Underwriting Agreement (Verint Systems Inc), Underwriting Agreement (Rosetta Inpharmatics Inc), Underwriting Agreement (Ulticom Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the Underwriters’ obligations hereunder required to be fulfilled by the Company (bincluding, without limitation, with respect to the transactions) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)is not fulfilled, the Company shall will reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other all out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 4 contracts
Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including other than as a result of any of the termination of this Agreement pursuant to events set forth in Section 97(m)), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative (subject to the limitations set forth in Section 6 hereof). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 3 contracts
Samples: Underwriting Agreement (Amesite Inc.), Underwriting Agreement (Hoth Therapeutics, Inc.), Underwriting Agreement (BioSig Technologies, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company or the Notes Guarantor shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement other than pursuant to Section 9), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 3 contracts
Samples: Underwriting Agreement (Stone Energy Corp), Underwriting Agreement (Stone Energy Corp), Underwriting Agreement (Stone Energy Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters’ obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 3 contracts
Samples: Underwriting Agreement (WPX Energy, Inc.), Underwriting Agreement (WPX Energy, Inc.), Underwriting Agreement (WPX Energy, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company REIT shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on their part to be performed, or because any other condition to the Securities for any reason permitted under this Agreement (including Underwriters’ obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 3 contracts
Samples: Underwriting Agreement (U-Store-It Trust), Underwriting Agreement (U-Store-It Trust), Underwriting Agreement (U-Store-It Trust)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares because any condition to the Underwriters’ obligations hereunder required to be fulfilled by the Company or any of its subsidiaries is not fulfilled for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)reason, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Chatham Lodging Trust), Underwriting Agreement (Chatham Lodging Trust)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including other than as a result of any of the termination of this Agreement pursuant to events set forth in Section 97(m)), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative (in each case, subject to the limitations set forth in Section 6 hereof). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (BioSig Technologies, Inc.), Underwriting Agreement (BioSig Technologies, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company or any Selling Stockholder shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall and the Selling Stockholders will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and the Selling Stockholders shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (AdvancePierre Foods Holdings, Inc.), Underwriting Agreement (AdvancePierre Foods Holdings, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company Selling Shareholder shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 912), the Company and the Selling Shareholder shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and the Selling Shareholder shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor the Selling Shareholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Park Electrochemical Corp), Underwriting Agreement (Park Electrochemical Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Schick Technologies Inc), Delias Corp
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Preferred Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the Underwriters’ obligations hereunder required to be fulfilled by the Company (bincluding, without limitation, with respect to the transactions) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)is not fulfilled, the Company shall will reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other all out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesPreferred Stock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters for any reason permitted under this Agreement other than a breach by the Underwriters of their representations herein or obligations hereunder or (b) the Underwriters shall decline to purchase the Securities Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 97 but excluding the failure of any of the conditions herein to be satisfied as a result of a breach by the Underwriters of their representations herein), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their its counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand demand, the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Transatlantic Holdings Inc), Underwriting Agreement (Transatlantic Holdings Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other documented out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Humana Inc), Underwriting Agreement (Humana Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses (including reasonable fees and disbursements of counsel) as shall have been reasonably incurred by them the Underwriters in connection with this Agreement and the proposed purchase public offering and sale of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 7 by reason of the default of one or more of the Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those such expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Adelphia Communications Corp), Underwriting Agreement (Adelphia Communications Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company or the Trust shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Capital Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), 10) the Company and the Trust shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Capital Securities, and upon demand the Company and the Trust shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, neither the Company nor the Trust shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Securities Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 910), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Park Electrochemical Corp), Park Electrochemical Corp
Reimbursement of Underwriters’ Expenses. If (a) the Company --------------------------------------- shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Under writers' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters Under writers for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Coinmach Laundry Corp), Underwriting Agreement (Coinmach Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail fails to tender the Securities Notes for delivery to the Underwriters as set forth in this Agreement, or (b) the Underwriters terminate this Agreement pursuant to Section 10 or decline to purchase the Notes for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Las Vegas Sands Corp), Underwriting Agreement (Las Vegas Sands Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the Underwriters’ obligations hereunder required to be fulfilled by the Company (bincluding, without limitation, with respect to the transactions) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)is not fulfilled, the Company shall will reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other all out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters by reason of any failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the obligations hereunder required to be fulfilled by the Company is not fulfilled for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)reason, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including the reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Plains Exploration & Production Co), Underwriting Agreement (Plains Exploration & Production Co)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall Selling Shareholders fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including except the termination occurrence of this Agreement pursuant to an event described in Section 99(m), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (SMART Global Holdings, Inc.), Underwriting Agreement (SMART Global Holdings, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Cogent Communications Group Inc), Underwriting Agreement (Aderis Pharmaceuticals Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the Underwriters’ obligations hereunder required to be fulfilled by the Company (bincluding, without limitation, with respect to the transactions) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)is not fulfilled, the Company shall will reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other all out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 12 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Netratings Inc, Vina Technologies Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Designated Securities for delivery to the Underwriters for any reason permitted under this Agreement other than a breach by the Underwriters of their representations herein or obligations hereunder or (b) the Underwriters shall decline to purchase the Designated Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 98 but excluding the failure of any of the conditions herein to be satisfied as a result of a breach by the Underwriters of their representations herein), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Designated Securities, and upon demand demand, the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Albertsons Inc /De/), Underwriting Agreement (Albertsons Inc /De/)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the Underwriters’ obligations hereunder required to be fulfilled by the Company (bincluding, without limitation, with respect to the transactions) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)is not fulfilled, the Company shall will reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other all out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason reasons permitted under this Agreement (including the termination of this Agreement pursuant to Section 910), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (Cluckcorp International Inc), Underwriting Agreement (Cluckcorp International Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement is terminated pursuant to Section 12, which allows termination by the Representatives in certain circumstances if one or more of the Selling Stockholders default, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company and the Selling Stockholders shall reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and the Selling Stockholders shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 2 contracts
Samples: Underwriting Agreement (AdvancePierre Foods Holdings, Inc.), Underwriting Agreement (AdvancePierre Foods Holdings, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 96), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 7 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Mapco Inc
Reimbursement of Underwriters’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Preferred Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesPreferred Stock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 SECTION 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Principal Financial Group Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 912), the Company and Deluxe shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and Deluxe shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor Deluxe shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Efunds Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition of the Underwriters' obligations hereunder required to be fulfilled by the Company is not fulfilled (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement other than pursuant to Section 97(l)(iv)), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, Stock and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company or any Selling Stockholder (each a “Seller”) shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall non-performing Seller will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company non-performing Seller shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Rally Software Development Corp)
Reimbursement of Underwriters’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason not permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesXX Xxxxx. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Moog Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel to the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Primus Guaranty LTD
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand (accompanied by reasonable documentation of such expenses) the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters by reason of any failure, refusal or inability on the part of the Company to perform any agreement on its part to be performed, or because any other condition to the Underwriters’ obligations hereunder required to be fulfilled by the Company or any of its subsidiaries is not fulfilled for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)reason, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Dupont Fabros Technology, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender issue the Securities for delivery appropriate aggregate principal amount of Notes to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel counsels and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If Notwithstanding the previous sentence, if this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Versatel Telecom International N V
Reimbursement of Underwriters’ Expenses. If (a) the Company shall Selling Shareholders fail to tender the Securities Shares for delivery to the Underwriters Underwriter for any reason, or (b) the Underwriter shall decline to purchase the Shares for any reason permitted under this Agreement or (b) except the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination occurrence of this Agreement pursuant to an event described in Section 99(p), the Company shall will reimburse the Underwriters Underwriter for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriter) incurred by them the Underwriter in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriter. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwritersthe Underwriter, the Company shall not be obligated to reimburse any such defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the U.S. Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If If: (a) this Agreement shall have been terminated pursuant to Section VII or IX, (b) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-out- of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesXX Xxxxx. If this Agreement is terminated pursuant to Section 8 IX by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters unless for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Notes for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 910), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those these expenses.
Appears in 1 contract
Samples: Centerpoint Properties Trust
Reimbursement of Underwriters’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason not permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesCSFB and XX Xxxxx. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Anadys Pharmaceuticals Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters unless for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 910), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those these expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Centerpoint Properties Trust)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Globalstar Lp
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 912), the Company and Deluxe shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and Deluxe shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor Deluxe shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Efunds Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company or any Selling Shareholder shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall and the Selling Shareholders will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company and the Selling Shareholders shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Shareholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Nayax Ltd.)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Corn Products International Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Firm Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters each Underwriter for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them such Underwriter in connection with this Agreement and the proposed purchase of the SecuritiesFirm Shares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwritersan Underwriter, the Company shall not be obligated to reimburse any such defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Xoma LTD)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the U.S. Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Sequoia Software Corp
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for Underwriter by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriter's obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters Underwriter for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriter in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriter. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwritersthe Underwriter, the Company shall not be obligated to reimburse any defaulting the Underwriter on account of those the Underwriter's expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 Paragraph 4 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Offered Shares for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Offered Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall and the Parent will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesOffered Shares, and upon demand the Company and the Parent shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 7(o) (other than Section 7(o)(ii)) or Section 9 by reason of the default of one or more Underwriters, the Company and the Parent shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (LinnCo LLC)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the U.S. Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) this Agreement shall have been terminated pursuant to Sections 8 or 10, (b) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-out- of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesXX Xxxxx. If Notwithstanding any provision contained herein to the contrary, if this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (L90 Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company or the Notes Guarantor shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement other than pursuant to Section 9), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or (b) the b)the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Lci International Inc /Va/)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9other than Sections 7(l)(i), (iii) or (iv)), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company any Selling Stockholder shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement other than pursuant to Section 911), the Company shall and such Selling Stockholder will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including the reasonable fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and such Selling Stockholder shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Mattress Firm Holding Corp.)
Reimbursement of Underwriters’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason not permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall reimburse the Underwriters for all of the reasonable fees and expenses of their counsel and for all such other out-of-pocket accountable expenses as shall have been reasonably actually incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesPunk Zxxxxx. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Zonagen Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including other than as a result of any of the termination of this Agreement pursuant to events set forth in Section 97(m)), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company Sellers shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of any Seller to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for Underwriters’ obligations hereunder required to be fulfilled by any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Seller is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor the Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall Company, will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or the Terms Agreement or (b) the Underwriters shall decline to purchase the Securities for any reason permitted under this Agreement or the Terms Agreement (including the termination of this the Terms Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-of- pocket expenses as shall have been reasonably incurred by them in connection with this the Terms Agreement and the proposed purchase of the Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this the Terms Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Terms Agreement (First Data Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Offered Shares for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Offered Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall and the Parent will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesOffered Shares, and upon demand the Company and the Parent shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 7(o) (other than Section 7(o)(ii)) or Section 9 by reason of the default of one or more Underwriters, the Company and the Parent shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (LinnCo LLC)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Preferred Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesPreferred Stock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Scottish Re Group LTD
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Saifun Semiconductors Ltd.
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Debt Securities for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the reasonable all expenses (including fees and expenses disbursements of their counsel and for such other out-of-pocket expenses as shall have been reasonably counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Debt Securities, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters9 hereof, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those such defaulting Underwriter's expenses.
Appears in 1 contract
Samples: Great Atlantic & Pacific Tea Co Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall and Parent will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and Parent shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, neither the Company nor Parent shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Tronox Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters unless for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 910), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those these expenses.
Appears in 1 contract
Samples: Centerpoint Properties Corp
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Mindleaders Com Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to --------------------------------------- tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Network Peripherals Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the respective obligations of the Company and the Underwriters pursuant to Section 8 hereof shall remain in effect; provided, however, that the Company shall pay have no obligation to reimburse the full amount thereof Underwriters’ expenses pursuant to the Representatives. If this Section 11 if this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses9 hereof.
Appears in 1 contract
Samples: Underwriting Agreement (Entropic Communications Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities for as a result of the failure of any reason permitted under this Agreement of the conditions set forth in Section 7 hereof (including other than the termination of this Agreement pursuant to condition set forth in Section 97(o) hereof), the Company and the Trust shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other all out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the Securities, and upon demand the Company and the Trust shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Greater Bay Bancorp
Reimbursement of Underwriters’ Expenses. If (a) the Company or any Selling Stockholder shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall and the Selling Stockholders will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other documented out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company and the Selling Stockholders shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company Fund shall fail to tender the Securities Shares for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Fund to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Fund is not fulfilled, the Company shall Fund will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company Fund shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company Fund shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Lehman Brothers First Trust Income Opportunity Fund)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Network Appliance Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for Underwriter by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriter’s obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters Underwriter for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriter in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriter. If the Underwriter defaults in the performance of its obligations under this Agreement is terminated pursuant to Section 8 by reason of the default of one or more Underwritersfor reasons not permitted hereunder, this Agreement shall terminate and the Company shall not be obligated to reimburse any defaulting the Underwriter on account of those expenses.
Appears in 1 contract
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Rights Agreement (RPM Inc/Oh/)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters’ obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Debt Underwriting Agreement (Windsor Forestry Tools LLC)
Reimbursement of Underwriters’ Expenses. If (a) the Company or any Selling Shareholder shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 913), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and expenses of counsel) incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand the Company shall pay the full amount thereof to the RepresentativesUnderwriters. If this Agreement is terminated pursuant to Section 8 12 by reason of the default of one or more of the Underwriters, neither the Company nor any Selling Shareholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Sierra Wireless Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company Trust shall fail to tender the Capital Securities for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (b) the Underwriters shall decline to purchase the Capital Securities for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 910), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the Capital Securities, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Ocwen Capital Trust I
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock and, and upon demand demand, the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Pentegra Dental Group Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to --------------------------------------- tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative(s). If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Telik Inc)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters’ obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Equity Underwriting Agreement (Windsor Forestry Tools LLC)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement reason, or (b) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to other than as provided by Section 97(l)(i)(A), (ii), (iii) or (iv)), the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel for the Underwriters) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Stock Purchase Agreement (Chesapeake Utilities Corp)
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Notes for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including reasonable fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesNotes, and upon demand the Company shall pay the full amount thereof to the RepresentativesRepresentative. If this Agreement is terminated pursuant to Section 8 9 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Cca Properties of America LLC
Reimbursement of Underwriters’ Expenses. If (a) the Company shall fail to tender the Securities Stock for delivery to the Underwriters for by reason of any reason permitted under this Agreement failure, refusal or (b) inability on the Underwriters shall decline part of the Company to purchase perform any agreement on its part to be performed, or because any other condition of the Securities for any reason permitted under this Agreement (including Underwriters' obligations hereunder required to be fulfilled by the termination of this Agreement pursuant to Section 9)Company is not fulfilled, the Company shall will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesStock and, and upon demand demand, the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 10 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Gulfmark Offshore Inc
Reimbursement of Underwriters’ Expenses. If (a) the Company or any Selling Stockholder shall fail to tender the Securities Shares for delivery to the Underwriters for any reason permitted under this Agreement or (b) the Underwriters shall decline to purchase the Securities Shares for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9)Agreement, the Company shall and the Selling Stockholders will reimburse the Underwriters for the all reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably (including fees and disbursements of counsel) incurred by them the Underwriters in connection with this Agreement and the proposed purchase of the SecuritiesShares, and upon demand demand, the Company and the Selling Stockholders shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 hereof by reason of the default of one or more Underwriters, neither the Company nor any Selling Stockholder shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Underwriting Agreement (Natural Grocers by Vitamin Cottage, Inc.)
Reimbursement of Underwriters’ Expenses. If (a) this Agreement shall have been terminated pursuant to Section 8 or 10, (b) the Company or any Selling Stockholder shall fail to tender the Securities Stock for delivery to the Underwriters for any reason permitted under this Agreement Agreement, or (bc) the Underwriters shall decline to purchase the Securities Stock for any reason permitted under this Agreement (including the termination of this Agreement pursuant to Section 9), the Company shall reimburse the Underwriters for the reasonable fees and expenses of their counsel and for such other out-of-pocket expenses as shall have been reasonably incurred by them in connection with this Agreement and the proposed purchase of the SecuritiesStock, and upon demand the Company shall pay the full amount thereof to the Representatives. If this Agreement is terminated pursuant to Section 8 11 by reason of the default of one or more Underwriters, the Company shall not be obligated to reimburse any defaulting Underwriter on account of those expenses.
Appears in 1 contract
Samples: Innovex Inc