Cooperation by Holder Sample Clauses

Cooperation by Holder. The Investor shall furnish to the Company or the Underwriter, as applicable, such information regarding the Investor and the distribution proposed by it as the Company may reasonably request in connection with any registration or offering referred to in this Section 6. The Investor shall cooperate as reasonably requested by the Company in connection with the preparation of the registration statement with respect to such registration, and for so long as the Company is obligated to file and keep effective such registration statement, shall provide to the Company, in writing, for use in the registration statement, all such information regarding the Investor and its plan of distribution of the Shares included in such registration as may be reasonably necessary to enable the Company to prepare such registration statement, to maintain the currency and effectiveness thereof and otherwise to comply with all applicable requirements of law in connection therewith.

Cooperation by Holder. The offering of Registrable Securities by the Holder shall comply in all respects with the applicable terms, provisions and requirements set forth in this Agreement, and the Holder shall timely provide the Company with all information and materials required to be included in a registration statement that (a) relate to the offering, (b) are in possession of the Holder, and (c) relate to the Holder, and to take all such action as may be reasonably required in order not to delay the registration and offering of the securities by the Company. The Company shall have no obligation to include in such registration statement shares of the Holder if the Holder has failed to furnish such information or materials and if, in the written opinion of counsel to the Company, such information and materials are required in order for the registration statement to be in compliance with the 1933 Act.

Cooperation by Holder. The offering of Registrable Securities by the Holder shall comply in all respects with the applicable terms, provisions and requirements set forth in this Agreement, and the Holder shall timely provide the Company with all information and materials required to be included in a registration statement that (a) relate to the offering, (b) are in possession of the Holder and (c) relate to the Holder, and to take all such action as may be reasonably required in order not to delay the registration and offering of the securities by the Company. The Company shall have no obligation to include in such registration statement Registrable Securities of the Holder, if the Holder has failed to furnish such information which, in the written opinion of outside counsel to the Company, is required in order for the registration statement to be in compliance with the Securities Act. If the Holder of Registrable Securities which are the subject of the Required Registration shall fail to furnish such information and such Required Registration shall not become effective under the Securities Act as a result thereof, the Holder shall not have a right to request inclusion of the Holder's Registrable Securities in a future registration with respect to Registrable Securities.

Cooperation by Holder. (a) Holder shall furnish to the Company in writing such information and affidavits as the Company may reasonably require in connection with any registration, qualification or compliance with respect to such securities. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement with respect to the securities of any Selling Shareholder that such Selling Shareholder shall furnish to the Company such information regarding the Selling Shareholder, the securities to be registered and other securities in the Company held, and the intended method of disposition of such securities as shall be required to effect the registration of such securities. (b) By exercising its Warrants, Holder shall be deemed to have confirmed at the time of such exercise the continuing accuracy of the information respecting its status as an accredited investor and the suitability of an investment in the Common Stock for it that is contained herein, all except as it may then advise the Company in writing. The Company may also require, as a condition precedent to exercise, that Holder complete and deliver to the Company a suitability letter containing representations and warranties regarding suitability of the investment of like tenor to those contained herein. (c) Holder, upon receipt of any notice from the Company of the happening of any event of the kind described in paragraph (b) of section 5.2, will forthwith discontinue disposition of the securities until its receipt of copies of the supplemented or amended prospectus contemplated by paragraph (b) of section 5.2 or until it is advised in writing (the "Advice") by the Company that the use of the prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the prospectus, and, if so directed by the Company, Holder will, or will request the managing underwriter or underwriters, if any, to, deliver to the Company all copies, other than permanent file copies then in their possession, of the prospectus covering such securities current at the time of receipt of such notice. In the event the Company shall give any such notice, the time period mentioned in paragraph (a) of section 5.2 shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when Holder shall have received the copies of the supplemented or amended prospectus contemplated ...

Cooperation by Holder. The offering of Registrable Securities by the Holder shall comply in all respects with the applicable terms, provisions and requirements set forth in this Agreement so as enable the Registrable Securities to be sold on a timely basis and provide the Company with all information and materials required to be included in a registration statement that (a) relate to the offering, (b) are in possession of the Holder, and (c) relate to the Holder, and to take all such action as may be reasonably required in order not to delay the registration and offering of the securities by the Company. The Company shall have no obligation to include in such registration statement shares of the Holder if the Holder has failed to furnish such information or materials and if, in the opinion of counsel to the Company, such information and materials are required in order for the registration statement to be in compliance with the 1933 Act.

Cooperation by Holder. The right of any Stockholder to include its Registrable Shares in any underwritten registration pursuant to this Agreement shall be conditioned upon (i) such Stockholder’s participation in such underwriting on the terms set forth herein and (ii) all Stockholders including Registrable Shares in such underwritten registration shall enter into an underwriting agreement upon customary terms with the underwriter or underwriters selected for the underwriting by the Company. If any Stockholder who has requested inclusion of its Registrable Shares in such underwritten registration, as provided in this Agreement, disapproves of the terms of the underwriting, such person may elect, by written notice to the Company, to withdraw its shares from such Registration Statement and underwriting.

Cooperation by Holder. It shall be a condition precedent to the obligation of the Company to take any action pursuant to this Section 6 in respect of the Registrable Securities that ▇▇▇▇▇ shall furnish to the Company such information regarding such Registrable Securities and the intended method of disposition thereof and such other information as the Company shall reasonably request and as shall be required in connection with the action taken by the Company.

Cooperation by Holder. It will be a condition precedent to the obligations of Cellegy to register any Registrable Shares pursuant to this Agreement that Holder furnish to Cellegy for inclusion in the Registration Statement such information regarding Holder and the Registrable Shares and the intended method of disposition of such securities as shall be required to timely effect the registration of the Registrable Shares.

Cooperation by Holder. The offering of Registrable Securities by the Holder shall comply in all respects with the applicable terms, provisions and requirements set forth in this Agreement, and the Holder shall timely convert such portions of the Convertible Notes so as enable the Registrable Securities to be sold on a timely basis and provide the Company with all information and materials required to be included in a registration statement that (a) relate to the offering, (b) are in possession of the Holder, and (c) relate to the Holder, and to take all such action as may be reasonably required in order not to delay the registration and offering of the securities by the Company. The Company shall have no obligation to include in such registration statement shares of the Holder if the Holder has failed to furnish such information or materials and if, in the opinion of counsel to the Company, such information and materials are required in order for the registration statement to be in compliance with the 1933 Act.