Expenses

Expenses. All expenses incident to the Company's performance of or compliance with Section 2.1 or 2.2, including, without limitation, all registration, filing and National Association of Securities Dealers fees, all fees and expenses of complying with securities or blue sky laws, all word processing, duplicating and printing expenses, messenger and delivery expenses, the fees and disbursements of counsel for the Company and of its independent public accountants, including the expenses of any special... audits or "cold comfort" letters required by or incident to such performance and compliance, the reasonable fees and disbursements of special counsel to the Holders selected by the Requisite Threshold, premiums and other costs of policies of insurance against liabilities arising out of the public offering of the Registrable Securities being registered and any fees and disbursements of underwriters customarily paid by issuers or sellers of securities; provided, however, that "Expenses" shall not include underwriting discounts and commissions View More

Expenses. Shall include, without limitation, attorneys' fees, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, and all other disbursements, costs, expenses and obligations actually and reasonably paid or incurred in connection with investigating, defending, prosecuting, being a witness in or participating in (including on appeal), or preparing to defend, prosecute, be... a witness in or participate in, any Proceeding relating to any Indemnifiable Event. View More

Expenses. Means any judgment, liability, loss, damage, penalty, amount paid in settlement, fine, excise or similar tax, including all interest, assessments and other charges paid or payable in connection therewith or in respect thereof, resulting from or in any way relating to or connected with, directly or indirectly, an Indemnifiable Event or any Proceeding in respect thereof, as well as all reasonable attorneys' fees, retainers, court costs, transcript costs, fees of experts, witness fees, travel... expenses, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, and all other disbursements or expenses of the types customarily incurred in connection with prosecuting, defending, preparing to prosecute or defend, investigating, or being or preparing to be a witness or otherwise participating in a Proceeding relating to an Indemnifiable Event. View More

Expenses. Shall mean (i) all costs, expenses and obligations (including attorneys' fees and costs, the fees and costs of consultants and experts, and reasonable out-of-pocket travel costs incurred by any of such persons or by Indemnitee), incurred in connection with investigating, defending, being a witness in, being interviewed in connection with, or participating in (including on appeal), or preparing to defend, to be a witness in, to be interviewed by, or to participate in, any Claim relating to any... Indemnifiable Event, (ii) any judgment, fine, penalty or amount to be paid in settlement of any Claim relating to an Indemnifiable Event, and (iii) any federal, state, local or foreign taxes imposed on the Indemnitee as a result of the actual or deemed receipt of any payments under this Agreement View More

Expenses. Shall include, without limitation, attorneys' fees, retainers, court costs, transcript costs, fees and expenses of experts, travel expenses, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees and other disbursements or expenses of the types customarily incurred in connection with actions, suits, proceedings, alternative dispute resolution mechanisms, hearings, inquiries or investigations, including any costs or expenses incurred defending, being a... witness in or participating in, or preparing to defend, to be a witness in or to participate in, such actions, suits, proceedings, alternative dispute resolution mechanisms, hearings, inquiries or investigations, including any federal, state, local or foreign taxes imposed on the Indemnitee as a result of actual or deemed receipt of payments for the foregoing, but shall not include the amount of judgments, fines or penalties against the Indemnitee or amounts paid in settlement in connection with such matters. View More

Expenses. Shall include all expenses, including attorneys' fees and costs, actually and reasonably incurred by Indemnitee in connection with a Proceeding. Expenses, however, shall not include amounts paid in settlement by Indemnitee or the amount of judgments or fines against Indemnitee.

Expenses. Shall include all reasonable out of pocket fees, costs and expenses, including, without limitation, attorneys' fees, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, duplicating costs, printing and binding costs, postage, delivery service fees, and all other disbursements or expenses of the types customarily incurred if Indemnitee is involved in any manner (including, without limitation, as a party or a witness) in any Proceeding (as hereinafter defined)... and, to the extent not prohibited by law, the fees and costs incurred in enforcing Indemnitee's right to indemnification and reimbursement or payment of Expenses under this Agreement. View More

Expenses. Shall include, without limitation, attorneys' fees, disbursements and retainers, accounting and witness fees, travel and deposition costs, expenses of investigations, judicial or administrative proceedings or appeals, amounts paid in settlement (provided that any settlement be approved in writing by the Company, which approval shall not be unreasonably withheld) by or on behalf of the Indemnitee, and any expenses of establishing a right to indemnification, pursuant to this Agreement or... otherwise. View More

Expenses. Shall include all reasonable attorneys' fees and reasonable expenses, retainers, court costs, transcript costs, fees and expenses of experts and witnesses, travel expenses, duplicating costs, printing and binding costs, telephone charges, 6 postage, delivery service fees, and all other disbursements or expenses of the type customarily incurred in connection with prosecuting, defending, preparing to prosecute or defend, being a witness in or investigating a Proceeding or any... appeal resulting therefrom, including without limitation the premium, security for, and other costs relating to any cost bond, supersedeas bond, or other appeal bond or its equivalent. Expenses shall include expenses incurred in preparing and forwarding statements pursuant to Section 6 hereof to the Corporation (which statements may be prepared so as not to cause any waiver of attorney-client privilege by Indemnitee). For avoidance of doubt, Indemnitee shall not be required to utilize counsel selected by or representing the Corporation or any other Indemnitee without the express consent of Indemnitee, which consent may be withheld in his or her discretion. View More

Expenses. Shall include, but is not limited to, expenses of investigations, judicial or administrative proceedings or appeals, defending, being a witness in or participating in or preparing to defend, be a witness in or participate in, any Proceeding, damages, judgments, fines, amounts paid in settlement by or on behalf of Indemnitee, attorneys' fees, costs (including costs of supercedes or other appeal bonds) and disbursements and any expenses of establishing a right to indemnification under this... Agreement View More