Expenses. Means all expenses incident to the Company's performance of or compliance with its obligations under this Agreement, including, without limitation, all registration, filing, listing, stock exchange and FINRA fees (including, without limitation, all fees and expenses of any "qualified independent underwriter" required by the rules of the FINRA), all fees and expenses of complying with state securities or blue sky laws (including the reasonable fees, disbursements and other charges of counsel for
... the underwriters in connection with blue sky filings), all word processing, duplicating and printing expenses, messenger, telephone and delivery expenses, all rating agency fees, the fees, disbursements and other charges of counsel for the Company and of its independent public accountants, including the expenses incurred in connection with "cold comfort" letters required by or incident to such performance and compliance, the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange or national market system on which similar securities issued by the Company are then listed, any fees and disbursements of underwriters customarily paid by issuers or sellers of securities, the reasonable fees, disbursements and other charges of one firm of counsel (per registration statement prepared) to the holders of Registrable Common Stock making a request pursuant to Section 2(a) or Section 3(a) hereof (selected by the Holders holding a majority of the shares of Registrable Common Stock covered by such registration), the fees and expenses of any special experts retained by the Company in connection with such registration, and the fees and expenses of other persons retained by the Company, but excluding underwriting discounts and commissions and applicable transfer taxes, if any, which discounts, commissions and transfer taxes shall be borne by the seller or sellers of Registrable Common Stock in all cases; provided, that, if the Company shall, in accordance with Section 4 or Section 9 hereof, not register any securities with respect to which it had given written notice of its intention to register to holders of Registrable Common Stock, notwithstanding anything to the contrary in the foregoing, all reasonable out-of-pocket expenses incurred by Requesting Holders in connection with such registration (other than the reasonable fees, disbursements and other charges of counsel other than the one firm of counsel referred to above) shall be deemed to be Expenses.
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Expenses.
Means means all expenses incident to the Company's performance of or compliance with its obligations under this Agreement, including, without limitation,
(i) all registration, filing, listing, stock exchange and
FINRA NASD fees
and expenses (including, without limitation, all fees and expenses of any "qualified independent underwriter" required by the rules of the
FINRA), NASD), (ii) all fees and expenses of complying with state securities or blue sky laws (including the reasonable fees,
... disbursements and other charges of counsel for the underwriters in connection with blue sky filings), (iii) all word processing, duplicating and printing expenses, messenger, telephone and delivery expenses, (iv) all rating agency fees, (v) the fees, disbursements and other charges of counsel for the Company and of its independent public accountants, including the expenses incurred in connection with "cold comfort" letters required by or incident to such performance and compliance, the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange or national market system on which similar securities issued by the Company are then listed, any fees and disbursements of underwriters customarily paid by issuers or sellers of securities, (vi) the reasonable fees, disbursements and other charges of one firm of counsel (per registration statement prepared) and one firm of accountants to the holders Holders selling shares of Registrable Common Stock making a request under such registration statement pursuant to Section 2(a) 2 or Section 3(a) 3 hereof (selected by the Holders holding a majority of the shares of Registrable Common Stock covered by such registration), (vii) premiums and other costs of policies of insurance against liabilities arising out of a Public Offering of the Registrable Common Stock being registered, and (viii) any fees and expenses of any special experts retained by the Company in connection with such registration, and the fees and expenses of other persons retained by the Company, including any fees and disbursements of underwriters customarily paid by issuers or sellers of securities, but excluding in all events underwriting discounts and commissions and applicable transfer taxes, taxes in respect of shares of Registrable Common Stock covered by such registration, if any, which fees, discounts, commissions and transfer taxes shall be borne by the seller Selling Holder or sellers Selling Holders of Registrable Common Stock in all cases; provided, that, if however, that in no event shall the Company shall, have the obligation to pay Expenses in accordance with Section 4 or Section 9 hereof, not register any securities with respect to which it had given written notice excess of its intention to register to holders of Registrable Common Stock, notwithstanding anything to the contrary $50,000 in the foregoing, all reasonable out-of-pocket expenses incurred by Requesting Holders aggregate per registration statement for the matters contained in connection with such registration (other than the reasonable fees, disbursements clauses (vi) and other charges of counsel other than the one firm of counsel referred to above) shall be deemed to be Expenses. (vii) above.
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Expenses.
Means means all expenses incident to the Company's performance of or compliance with its obligations under this Agreement, including, without limitation, all registration, filing, listing, stock exchange and
FINRA NASD fees (including, without limitation, all fees and expenses of any "qualified independent underwriter" required by the rules of the
FINRA), NASD), all fees and expenses of complying with state securities or blue sky laws (including the reasonable fees, disbursements and other
... charges of counsel for the underwriters in connection with blue sky filings), all word processing, duplicating and printing expenses, messenger, telephone and delivery expenses, all rating agency fees, the fees, disbursements and other charges of counsel for the Company and of its independent registered public accountants, including the expenses incurred in connection with "cold comfort" any special audits or comfort letters required by or incident to such performance and compliance, the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange or national market system on which similar securities issued by the Company are then listed, any reasonable out-of-pocket fees and disbursements of underwriters customarily paid by issuers or sellers of securities, the reasonable fees, disbursements and other charges of one law firm of counsel (per registration statement prepared) to the holders of Registrable Common Stock making a request Selling Holders pursuant to a registration under Section 2(a) or Section 3(a) hereof (selected by the Selling Holders holding a majority of the shares of Registrable Common Stock covered by such registration), the fees and expenses of any special experts retained by the Company in connection with such registration, and the fees and expenses of other persons Persons retained by the Company, but excluding underwriting discounts and commissions and applicable transfer taxes, if any, which discounts, commissions and transfer taxes shall be borne by the seller or sellers of Registrable Common Stock Selling Holders in all cases; provided, provided that, if the Company shall, in accordance with Section 4 or Section 9 hereof, 9, not register any securities with respect to which it had given written notice of its intention to register to holders of Registrable Common Stock, the Holders, notwithstanding anything to the contrary in the foregoing, all reasonable out-of-pocket expenses incurred by Requesting Holders in connection with such registration (other than the reasonable fees, disbursements and other charges of counsel other than the one firm of counsel referred to above) shall be deemed to be Expenses. Expenses; and provided further that, in any case where Expenses are not to be borne by the Company, such Expenses shall not include salaries of Company personnel or general overhead expenses of the Company, auditing fees, premiums or other expenses relating to liability insurance required by underwriters or other expenses for the preparation of financial statements or other data normally prepared by the Company in the ordinary course of its business or which the Company would have incurred in any event. 2
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Expenses.
Means means all expenses incident to the Company's performance of or compliance with its obligations under this Agreement, including, without limitation, all registration, filing, listing, stock exchange and
FINRA fees (including, without limitation, all fees and expenses of any "qualified independent underwriter" required by the rules of the FINRA), NASD fees, all fees and expenses of complying with state securities or blue sky laws (including the reasonable fees, disbursements and other
... charges of counsel for the underwriters in connection with blue sky filings), all word processing, duplicating and printing expenses, messenger, telephone and delivery expenses, all rating agency fees, the fees, disbursements and other charges of counsel for the Company and of its independent public accountants, including the expenses incurred in connection with "cold comfort" letters required by or incident to such performance and compliance, the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange or national market system on which similar securities issued by the Company are then listed, any fees and disbursements of underwriters customarily paid by issuers or sellers of securities, the reasonable fees, disbursements and other charges of one firm of counsel (per registration statement prepared) to the holders of Registrable Common Stock making a request pursuant to Section 2(a) or Section 3(a) hereof (selected by the Holders holding a majority of the shares of Registrable Common Stock covered by such registration), the fees and expenses of any special experts retained by the Company in connection with such registration, and the fees and expenses of other persons retained by the Company, and the reasonable fees and expenses of one legal counsel to the Original Holders (as designated by the Majority Holder) relating to the registration of the Registrable Common Stock as provided herein, but excluding underwriting discounts and commissions and applicable transfer taxes, if any, which discounts, commissions and transfer taxes shall be borne by the seller or sellers of Registrable Common Stock in all cases; provided, that, if the Company shall, in accordance with Section 4 or Section 9 hereof, not register any securities with respect to which it had given written notice of its intention to register to holders of Registrable Common Stock, notwithstanding anything to the contrary in the foregoing, all reasonable out-of-pocket expenses incurred by Requesting Holders in connection with such registration (other than the reasonable fees, disbursements and other charges of counsel other than the one firm of counsel referred to above) shall be deemed to be Expenses. cases,.
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Expenses.
Means means all expenses incident to the Company's performance of or compliance with its obligations under this Agreement, including, without limitation, all registration, filing, listing, stock exchange and
FINRA fees (including, without limitation, all fees and expenses of any "qualified independent underwriter" required by the rules of the FINRA), NASD fees, all fees and expenses of complying with state securities or blue sky laws (including the reasonable fees, disbursements and other
... charges of counsel for the underwriters in connection with blue sky filings), all word processing, duplicating and printing expenses, messenger, telephone and delivery expenses, all rating agency fees, the fees, disbursements and other charges of counsel for the Company and of its independent public accountants, including the expenses incurred in connection with "cold comfort" letters required by or incident to such performance and compliance, the fees and expenses incurred in connection with the listing of the securities to be registered on each securities exchange or national market system on which similar securities issued by the Company are then listed, any fees and disbursements of underwriters customarily paid by issuers or sellers of securities, the reasonable fees, disbursements and other charges of one firm of counsel (per registration statement prepared) to the holders of Registrable Common Stock making a request pursuant to Section 2(a) or Section 3(a) hereof (selected by the Holders holding a majority of the shares of Registrable Common Stock covered by such registration), the fees and expenses of any special experts retained by the Company in connection with such registration, and the fees and expenses of other persons retained by the Company, and the reasonable fees and expenses of one legal counsel to the Holders relating to the registration of the Registrable Common Stock as provided herein, but excluding underwriting discounts and commissions and applicable transfer taxes, if any, which discounts, commissions and transfer taxes shall be borne by the seller or sellers of Registrable Common Stock in all cases; provided, that, if the Company shall, in accordance with Section 4 or Section 9 hereof, not register any securities with respect to which it had given written notice of its intention to register to holders of Registrable Common Stock, notwithstanding anything to the contrary in the foregoing, all reasonable out-of-pocket expenses incurred by Requesting Holders in connection with such registration (other than the reasonable fees, disbursements and other charges of counsel other than the one firm of counsel referred to above) shall be deemed to be Expenses. cases.
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