Registration Expenses

Registration Expenses. Means all expenses incident to the Company's performance of or compliance with this Agreement, including without limitation all Commission and stock exchange or NYSE registration and filing fees and expenses, fees and expenses of compliance with securities or blue sky laws (including without limitation reasonable fees and disbursements of one counsel for all underwriters or holders as a group in connection with blue sky qualifications of the Registrable Securities), rating agency fees, printing... expenses, messenger, telephone and delivery expenses, 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, fees and disbursements of counsel for the Company and all independent certified public accountants (including the expenses of any annual audit, special audit and "cold comfort" letters required by or incident to such performance and compliance), securities laws liability insurance (if the Company so desires), the fees and expenses of any "qualified independent underwriter" that is required to be retained by any holder of Registrable Securities pursuant to the rules and regulations of the Financial Industry Regulatory Authority ("FINRA") customarily paid by issuers or sellers of securities (but not including any underwriting discounts or commissions attributable to the sale of Registrable Securities by the sellers of Registrable Securities) and the reasonable fees of counsel selected pursuant to Section 6 hereof by the Holders in connection with each such registration. View More

Registration Expenses. All expenses (other than underwriting discounts and commissions) arising from or incident to the registration under the Securities Act of Registrable Securities in compliance with this Agreement, including, without limitation, (i) Commission, stock exchange, FINRA and other registration and filing fees, (ii) all reasonable fees and expenses incurred in connection with complying with any securities or blue sky laws (including, without limitation, reasonable fees, charges and disbursements of... counsel in connection with blue sky qualifications of the Registrable Securities), (iii) all printing, messenger and delivery expenses, (iv) the fees, charges and disbursements of counsel to the Company and of its independent public accountants and any other accounting and legal fees, charges and expenses incurred by the Company (including, without limitation, any expenses arising from any special audits or comfort letters required in connection with or incident to any registration), (v) the fees and expenses incurred in connection with the listing of the Registrable Securities on The New York Stock Exchange (or any other U.S. national securities exchange or Nasdaq), (vi) the fees and expenses incurred in connection with each road show for each Underwritten Offering, which offering is reasonably expected by the managing underwriters for such offering to result in gross proceeds in excess of $75 million (provided that the Company shall be responsible for no more than 50% of travel-related expenses for any such road show) and (vii) reasonable fees, reasonable charges and disbursements of Counsel to the Holders, including, for the avoidance of doubt, any expenses of Counsel to the Holders in connection with the filing or amendment of any Registration Statement, Prospectus or Free Writing Prospectus hereunder. For the avoidance of doubt, in the case of any Underwritten Offering, the underwriters shall be responsible for their own expenses incurred, including in respect of any expense relating to counsel to the underwriters (other than as explicitly set forth in the preceding sentence) View More

Registration Expenses. Means all expenses incident to the Company's performance under or compliance with any agreement to effect the registration of the Common Stock issued in the Exchange Offer (in such context, the "Registrable Securities") or an underwritten offering covered under such agreement, and the disposition of such Registrable Securities including, without limitation, all registration, filing, securities exchange listing and NYSE fees, all registration, filing, qualification and other fees and expenses of... complying with securities or blue sky laws, fees of the Financial Industry Regulatory Authority, fees of transfer agents and registrars, all word processing, duplicating and printing expenses, any transfer taxes and the fees and disbursements of counsel and independent public accountants for the Company, including the expenses of any special audits or "comfort" letters required by or incident to such performance and compliance. View More

Registration Expenses. Means all expenses incurred by the parties in complying with Sections 2.1 and 2.2, including, without limitation, all registration, qualification, exchange listing and filing fees, printing expenses, fees and expenses of counsel (including one counsel for all Holders selling shares in such registration) and independent accountants for the Company, blue sky fees and expenses and fees and expenses of the transfer agent for the Common Stock, incident to or required by any such registration (but... excluding the Selling Expenses for any Holder) View More

Registration Expenses. Shall mean the expenses of a Registration, including, without limitation, the following: (i) all registration and filing fees (including fees with respect to filings required to be made with FINRA) and any national securities exchange on which the Common Stock is then listed; (ii) fees and expenses of compliance with securities or blue sky laws (including reasonable fees and disbursements of outside counsel for the Underwriters, placement agent or sales agent in connection with blue sky... qualifications of Registrable Securities); (iii) printing, messenger, telephone and delivery expenses; (iv) reasonable fees and disbursements of counsel for the Company; (v) reasonable fees and disbursements of all independent registered public accountants of the Company incurred specifically in connection with such Registration; and (vi) reasonable fees and expenses of one legal counsel selected by the majority-in-interest of the Demanding Holders in an Underwritten Offering or Other Coordinated Offering (not to exceed $50,000 without the consent of the Company). View More

Registration Expenses. Means all costs and expenses incident to the performance of or compliance by the Issuer with this Agreement, including without limitation the following: (i) all Commission or FINRA registration and filing fees, (ii) the fees, disbursements and expenses of counsel and accountants to the Issuer and all other expenses in connection with the preparation, printing, distribution and mailing of any Registration Statement, any Prospectus, any free writing prospectus and any amendments or supplements... thereto, any letter of transmittal and documents related to a Registered Exchange Offer, any underwriting agreements, securities sales agreements or other similar agreements and any other documents relating to the performance of and compliance with this Agreement; (iii) all fees and expenses in connection with compliance with state securities or Blue Sky laws; (iv) the costs incident to the authorization, issuance and delivery of the New Notes and any taxes payable in connection therewith, including expenses and application fees incurred in connection with the approval of New Notes for book-entry transfer by DTC; (v) any fees charged by securities rating services incurred by the Issuer (including with respect to maintaining the ratings of the Notes); (vi) the fees and expenses of any trustee and the fees and disbursements of counsel for any such trustee, in connection with the Indenture, including in connection with the qualification of the Indenture under applicable securities laws; and (vii) all expenses and application fees incurred in connection with the approval of New Notes for book-entry transfer by DTC. View More

Registration Expenses. All expenses incurred by the Company in effecting any registration pursuant to this Agreement (whether or not any registration or Prospectus becomes effective or final) or otherwise complying with its obligations under this Agreement, including, without limitation, all registration, qualification, listing and filing fees, printing expenses, messenger and delivery expenses, escrow fees, fees and disbursements of counsel for the Company, "blue sky" fees and expenses, fees and disbursements of one... counsel for the Holders (which counsel shall be chosen by Holders representing a majority interest in the Registrable Securities being registered), expenses incurred by the Company in connection with any "road shows," and the expenses of the Company's independent accountants in connection with any regular or special reviews or audits incident to or required by any such registration (but excluding the compensation of regular employees of the Company which shall be paid in any event by the Company), but shall not include Selling Expenses View More

Registration Expenses. All expenses, except as otherwise stated below, incurred by the Company in complying with Sections 2 [Requested Registration], 3 [Company Registration] and 4 [Registration on Form S-3] hereof, including, without limitation, all registration, qualification and filing fees, printing expenses, escrow fees, fees and disbursements of counsel for the Company, blue sky fees, and expenses and the expense of any special audits incident to or required by any such registration. Registration Expenses also... includes the reasonable fees and disbursements of one counsel for the selling Holders up to a maximum of $5,000 for each Registration. Registration Expenses shall not include any Selling Expenses. View More

Registration Expenses. Means all expenses incurred in effecting any registration pursuant to this Agreement, including all registration, qualification, and filing fees, printing expenses, escrow fees, fees and disbursements of counsel for the Company, blue sky fees and expenses, and expenses of any regular or special audits incident to or required by any such registration, but will not include selling expenses, fees and disbursements of counsel for the Stockholders, and the compensation of regular Company employees,... which will be paid in any event by the Company. View More

Registration Expenses. All expenses incident to the Company's performance of or compliance with Section 14 of this Agreement, including, without limitation, (a) all SEC, stock exchange and FINRA registration and filing fees and expenses, (b) fees and expenses of compliance with securities or "blue sky" laws (including, without limitation, reasonable fees and disbursements of counsel for the underwriters in connection with "blue sky" qualifications), (c) fees and expenses of preparing, printing, filing, duplicating... and distributing the registration statement and the related prospectus, (d) the cost of printing stock certificates, if any, (e) the cost and charges of any transfer agent and rating agency fees, (f) printing, messenger, telephone and delivery expenses, (g) fees and disbursements of counsel for the Company and all independent certified public accountants, (h) the fees and disbursements of underwriters customarily paid by issuers or sellers of securities (but not including any underwriting discounts or commissions or transfer taxes, if any, attributable to the sale of Warrant Shares by the Holders), and (i) reasonable fees and expenses of counsel for the Holder View More