Common use of Reimbursement of Underwriters’ Expenses Clause in Contracts

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 116 contracts

Samples: Underwriting Agreement (Vector Acquisition Corp IV), Underwriting Agreement (Juniper II Corp.), Underwriting Agreement (Talon 1 Acquisition Corp)

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Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 88 contracts

Samples: Underwriting Agreement (Aries II Acquisition Corp), Underwriting Agreement (Industrial Tech Acquisitions II, Inc.), Underwriting Agreement (New Providence Acquisition Corp. II)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 9 contracts

Samples: Iii Underwriting Agreement (Decarbonization Plus Acquisition Corp III), Underwriting Agreement (Decarbonization Plus Acquisition Corp II), Underwriting Agreement (Decarbonization Plus Acquisition Corp II)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 7 hereof is not satisfied, because of any termination pursuant to Section 10 11 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 8 contracts

Samples: Underwriting Agreement (Oaktree Acquisition Corp. III), Underwriting Agreement (Oaktree Acquisition Corp. III), Underwriting Agreement (Oaktree Acquisition Corp. III)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 10(i)(with respect to a suspension in the trading of the Company’s common stock only) hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been reasonably incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 5 contracts

Samples: Underwriting Agreement (Archer Daniels Midland Co), Ryder System Inc, Ryder System Inc

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel, but, in no event, shall expenses include taxes imposed on the net income of an Underwriter) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 4 contracts

Samples: Underwriting Agreement (Churchill Capital Corp IX/Cayman), Underwriting Agreement (Churchill Capital Corp IX/Cayman), Underwriting Agreement (Agriculture & Natural Solutions Acquisition Corp)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof (other than Section 6(g)(vi)) is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (iiSection 10(a)(iii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 4 contracts

Samples: Employment Agreement (American Campus Communities Inc), Employment Agreement (American Campus Communities Operating Partnership LP), Employment Agreement (American Campus Communities Operating Partnership LP)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (viiii) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities; provided, however, that if this Agreement is terminated by the Representative pursuant to Section 9 hereof, the Company will have no obligation to reimburse any defaulting Underwriter.

Appears in 4 contracts

Samples: Underwriting Agreement (Parabellum Acquisition Corp.), Parabellum Acquisition Corp., Parabellum Acquisition Corp.

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable and documented out-of-pocket expenses (including reasonable and documented fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 4 contracts

Samples: Underwriting Agreement (Thimble Point Acquisition Corp. II), Underwriting Agreement (Thimble Point Acquisition Corp.), Underwriting Agreement (Thimble Point Acquisition Corp.)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities Units provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the SecuritiesUnits.

Appears in 4 contracts

Samples: Underwriting Agreement (Switchback III Corp), Underwriting Agreement (Plum Acquisition Corp. I), Underwriting Agreement (Switchback II Corp)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iiiiv) or (vivii) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 3 contracts

Samples: Underwriting Agreement (Iconic Sports Acquisition Corp.), Underwriting Agreement (Iconic Sports Acquisition Corp.), Underwriting Agreement (Iconic Sports Acquisition Corp.)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel, but, in no event, shall expenses include taxes imposed on the net income of an Underwriter) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 3 contracts

Samples: Underwriting Agreement (Decarbonization Plus Acquisition Corp V), Iv Underwriting Agreement (Decarbonization Plus Acquisition Corp IV), Iv Underwriting Agreement (Decarbonization Plus Acquisition Corp IV)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of outside counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 3 contracts

Samples: Underwriting Agreement (Post Holdings Partnering Corp), Underwriting Agreement (Post Holdings Partnering Corp), Post Holdings Partnering Corp

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters Underwriter set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the UnderwritersUnderwriter, the Company will reimburse the Underwriters Underwriter severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel, but, in no event, shall expenses include taxes imposed on the net income of an Underwriter) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Helix Acquisition Corp. II), Underwriting Agreement (Helix Acquisition Corp. II)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable and documented out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 2 contracts

Samples: Underwriting Agreement (Tio Tech A), Underwriting Agreement (Tio Tech A)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel, but, in no event, shall expenses include taxes imposed on the net income of an Underwriter) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Valuence Merger Corp. I)

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Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii‎(ii), (iii‎(iii) or (vi‎(vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.. Credit Suisse Securities (USA) LLC January 14, 2021

Appears in 1 contract

Samples: Rotor Acquisition Corp.

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters Underwriter set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 9 hereof (other than by the occurrence of any of the events described in clauses (ii), (iii) or ), (iv), (vi) thereofand (vii) of Section 9) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the UnderwritersUnderwriter, the Company will reimburse the Underwriters severally through the Representatives Underwriter on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (NightDragon Acquisition Corp.)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof (other than Section 6(i)(vi)) is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (iiSection 10(a)(iii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (Jones Lang Lasalle Inc)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.. Credit Suisse Securities (USA) LLC [●], 2020

Appears in 1 contract

Samples: Underwriting Agreement (Frazier Lifesciences Acquisition Corp)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii‎(ii), ‎(iii), (iiiv) or (vi‎(vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.. Credit Suisse Securities (USA) LLC [●], 2020

Appears in 1 contract

Samples: FirstMark Horizon Acquisition Corp.

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof (other than Section 6(h)(vi)) is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (iiSection 10(a)(iii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (American Campus Communities Inc)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than by the occurrence of any of the events described in clauses (ii), (iii) or ), (iv), (vi) thereofand (vii) of Section 10) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 1 contract

Samples: Underwriting Agreement (NightDragon Acquisition Corp.)

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 ‎6 hereof is not satisfied, because of any termination pursuant to Section 10 ‎10 hereof (other than clauses (ii‎(ii), (iii‎(iii) or (vi‎(vi) thereof) or because of any refusal, inability or failure on the part of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.. Credit Suisse Securities (USA) LLC BofA Securities, Inc. [●], 2020

Appears in 1 contract

Samples: Foley Trasimene Acquisition Corp.

Reimbursement of Underwriters’ Expenses. If the sale of the Securities provided for herein is not consummated because any condition to the obligations of the Underwriters set forth in Section 6 hereof is not satisfied, because of any termination pursuant to Section 10 hereof (other than clauses (ii), (iii) or (vi) thereof) or because of any refusal, inability or failure on the part of the Company, any Founder or Sponsor, any holder of the Founders’ Units or Sponsors’ Warrants or any director or executive officer of the Company to perform any agreement herein or comply with any provision hereof other than by reason of a default by any of the Underwriters, the Company will reimburse the Underwriters severally through the Representatives Representative on demand for all reasonable out-of-pocket expenses (including reasonable fees and disbursements of counsel) that shall have been incurred by them in connection with the proposed purchase and sale of the Securities.

Appears in 1 contract

Samples: Triplecrown Acquisition Corp.

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