Common use of Cooperation by Prospective Sellers Clause in Contracts

Cooperation by Prospective Sellers. (i) Each prospective seller of Registrable Securities, and each underwriter designated by each such seller, will furnish to the Company such information as the Company may reasonably require from such seller or underwriter in connection with the Shelf Registration Statement (and the prospectus included therein). No holder of Registrable Securities may participate in any offering unless such holder completes and executes all questionnaires, indemnities, underwriting agreements and other documents required in connection with the offering. (ii) Failure of a prospective seller of Registrable Securities to furnish the information and agreements described in this Agreement shall not affect the obligations of the Company under this Agreement to remaining sellers to furnish such information and agreements unless, in the reasonable opinion of counsel to the Company or the underwriters, such failure impairs or may impair the viability of the offering or the legality of the registration or the underlying offering. (iii) The Investor included in the registration will not (until further notice by the Company) effect sales thereof (or deliver a prospectus to any purchaser) after receipt of telegraphic or written notice from the Company to suspend sales to permit the Company to correct or update a registration statement or prospectus. In connection with any offering each Investor who is a prospective seller, will not use any offering document, offering circular or other offering materials with respect to the offer or sale of Registrable Securities, other than the prospectuses provided by the Company and any documents incorporated by reference therein.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Media Logic Inc), Securities Purchase Agreement (Media Logic Inc)

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Cooperation by Prospective Sellers. (i) Each prospective seller of Registrable Securities, and each underwriter under-writer designated by each such seller, will furnish to the Company such information as the Company may reasonably require from such seller or underwriter in connection with the Shelf Registration Statement (and the prospectus included therein). No holder of Registrable Securities may participate in any offering unless such holder completes and executes all questionnaires, indemnities, underwriting agreements and other documents required in connection with the offering. (ii) Failure of a prospective seller of Registrable Securities to furnish the information and agreements described in this Agreement shall not affect the obligations of the Company under this Agreement to remaining sellers to furnish such information and agreements unless, in the reasonable opinion of counsel to the Company or the underwriters, such failure impairs or may impair the viability of the offering or the legality of the registration or the underlying offering. (iii) The Investor included in the registration will not (until further notice by the Company) effect sales thereof (or deliver a prospectus to any purchaser) after receipt of telegraphic or written notice from the Company to suspend sales to permit the Company to correct or update a registration statement or prospectus. In connection with any offering each Investor who is a prospective seller, will not use any offering document, offering circular or other offering materials with respect to the offer or sale of Registrable Securities, other than the prospectuses provided by the Company and any documents incorporated by reference therein.

Appears in 1 contract

Samples: Securities Purchase Agreement (Media Logic Inc)

Cooperation by Prospective Sellers. (i) Each prospective seller of Registrable SecuritiesStock, and each underwriter designated by each such seller, will furnish to the Company such information as the Company may reasonably require from such seller or underwriter in connection with the Shelf Registration Statement (and the prospectus included therein). No holder of Registrable Securities Stock may participate in any offering unless such holder Holder completes and executes all questionnaires, indemnities, underwriting agreements and other documents required in connection with the offering. (ii) Failure of a prospective seller of Registrable Securities Stock to furnish the information and agreements described in this Agreement shall not affect the obligations of the Company under this Agreement to remaining sellers to furnish such information and agreements unless, in the reasonable opinion of counsel to the Company or the underwriters, such failure impairs or may impair the viability of the offering or the legality of the registration or the underlying offering. (iii) The Investor holders of shares of Registrable Stock included in the registration will not (until further notice by the Company) effect sales thereof (or deliver a prospectus to any purchaser) after receipt of telegraphic or written notice from the Company to suspend sales to permit the Company to correct or update a registration statement or prospectus. In connection with any offering each Investor Holder who is a prospective seller, will not use any offering document, offering circular or other offering materials with respect to the offer or sale of Registrable SecuritiesStock, other than the prospectuses provided by the Company and any documents incorporated by reference therein.

Appears in 1 contract

Samples: Debenture Purchase Agreement (CHS Electronics Inc)

Cooperation by Prospective Sellers. (i) i. Each prospective seller of Registrable SecuritiesStock, and each underwriter designated by each such seller, will furnish to the Company such information as the Company may reasonably require from such seller or underwriter in connection with the Shelf Registration Statement (and the prospectus included therein). No holder of Registrable Securities Stock may participate in any offering unless such holder Holder completes and executes all questionnaires, indemnities, underwriting agreements and other documents required in connection with the offering. (ii) . Failure of a prospective seller of Registrable Securities Stock to furnish the information and agreements described in this Agreement shall not affect the obligations of the Company under this Agreement to remaining sellers to furnish such information and agreements unless, in the reasonable opinion of counsel to the Company or the underwriters, such failure impairs or may impair the viability of the offering or the legality of the registration or the underlying offering. (iii) . The Investor holders holding shares of Registrable Stock included in the registration will not (until further notice by the Company) effect sales thereof (or deliver a prospectus to any purchaser) after receipt of telegraphic or written notice from the Company to suspend sales to permit the Company to correct or update a registration statement or prospectus. In connection with any offering each Investor Holder who is a prospective seller, will not use any offering document, offering circular or other offering materials with respect to the offer or sale of Registrable SecuritiesStock, other than the prospectuses provided by the Company and any documents incorporated by reference therein.

Appears in 1 contract

Samples: Note Purchase Agreement (Computer Associates International Inc)

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Cooperation by Prospective Sellers. (i) Each prospective seller of Registrable SecuritiesStock, and each underwriter designated by each such seller, will furnish to the Company such information as the Company may reasonably require from such seller or underwriter in connection with the Shelf Registration Statement (and the prospectus included therein). No holder of Registrable Securities Stock may participate in any offering unless such holder Holder completes and executes all questionnaires, indemnities, underwriting agreements and other documents reasonably required in connection with the offering. (ii) Failure of a prospective seller of Registrable Securities Stock to furnish the information and agreements described in this Agreement shall not affect the obligations of the Company under this Agreement to remaining sellers to furnish such information and agreements unless, in the reasonable opinion of counsel to the Company or the underwriters, such failure impairs or may impair the viability of the offering or the legality of the registration or the underlying offering. (iii) The Investor holders of shares of Registrable Stock included in the registration will not (until further notice by the Company) effect sales thereof (or deliver a prospectus to any purchaser) after receipt of telegraphic or written notice from the Company to suspend sales to permit the Company to correct or update a registration statement or prospectus. In connection with any offering each Investor Holder who is a prospective seller, will not use any offering document, offering circular or other offering materials with respect to the offer or sale of Registrable SecuritiesStock, other than the prospectuses provided by the Company and any documents incorporated by reference therein.

Appears in 1 contract

Samples: Debenture Purchase Agreement (Computer Associates International Inc)

Cooperation by Prospective Sellers. (i) Each prospective seller of Registrable SecuritiesStock, and each underwriter designated by each such seller, will furnish to the Company such information as the Company may reasonably require from such seller or underwriter in connection with the Shelf Registration Statement (and the prospectus included therein). No holder of Registrable Securities Stock may participate in any offering unless such holder Holder completes and executes all questionnaires, indemnities, underwriting agreements and other documents required in connection with the offering. (ii) Failure of a prospective seller of Registrable Securities Stock to furnish the information and agreements described in this Agreement shall not affect the obligations of the Company under this Agreement to remaining sellers to furnish such information and agreements unless, in the reasonable opinion of counsel to the Company or the underwriters, such failure impairs or may impair the viability of the offering or the legality of the registration or the underlying offering. (iii) The Investor holders holding shares of Registrable Stock included in the registration will not (until further notice by the Company) effect sales thereof (or deliver a prospectus to any purchaser) after receipt of telegraphic or written notice from the Company to suspend sales to permit the Company to correct or update a registration statement or prospectus. In connection with any offering each Investor Holder who is a prospective seller, will not use any offering document, offering circular or other offering materials with respect to the offer or sale of Registrable SecuritiesStock, other than the prospectuses provided by the Company and any documents incorporated by reference therein.

Appears in 1 contract

Samples: Note Purchase Agreement (System Software Associates Inc)

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