Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any Holder as underwriters. Any delay or delays caused by a Holder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such Holder.
Appears in 29 contracts
Samples: Preferred Stock Purchase Agreement (Health Systems Solutions Inc), Registration Rights Agreement (Datrek Miller International, Inc.), Preferred Stock Purchase Agreement (Health Systems Solutions Inc)
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any Holder as underwriters. Any delay or delays caused by a Holder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such Holder, unless such delay exceeds 45 days.
Appears in 3 contracts
Samples: Registration Rights Agreement (American Leisure Holdings Inc), Registration Rights Agreement (American Leisure Holdings Inc), Registration Rights Agreement (American Leisure Holdings Inc)
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any the Holder to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any the Holder as underwritersunderwriter. Any delay or delays caused by a Holder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such Holder.
Appears in 3 contracts
Samples: Registration Rights Agreement (21st Century Holding Co), Registration Rights Agreement (Stronghold Technologies Inc), Registration Rights Agreement (Stronghold Technologies Inc)
Cooperation with Company. Each The Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such the Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any the Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any the Holder to consent to be named as an underwriter in any the Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any the Holder as underwriters. Any delay or delays caused by a Holder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such Holderan underwriter.
Appears in 3 contracts
Samples: Debenture and Warrant Purchase Agreement (Brilliant Digital Entertainment Inc), Registration Rights Agreement (Brilliant Digital Entertainment Inc), Registration Rights Agreement (Brilliant Digital Entertainment Inc)
Cooperation with Company. Each Holder The Investors will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such Holder the Investors and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its their obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder Investor to consent to be named as an underwriter in any Registration StatementStatement unless the SEC or applicable law requires the Investor to be named. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission SEC will permit to be registered without naming any Holder the Investors as underwriters. Any delay or delays caused by a Holder the Investors by failure to cooperate as required hereunder shall not constitute a Registration Default as to such HolderDefault.
Appears in 2 contracts
Samples: Convertible Subordinated Debentures and Warrants Purchase Agreement (Fibercore Inc), Registration Rights Agreement (Fibercore Inc)
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such the Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any the Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any the Holder to consent to be named as an underwriter in any the Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any the Holder as underwriters. Any delay or delays caused by a Holder by failure an underwriter, notwithstanding that such Registrable Securities may be limited to cooperate as required hereunder shall not constitute a Registration Default as to such Holderonly those Conversion Shares issuable upon conversion of the Convertible Debentures.
Appears in 2 contracts
Samples: Debenture and Warrant Purchase Agreement (Professional Transportation Group LTD Inc), Registration Rights Agreement (Imsco Inc /Ma/)
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such the Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any the Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any the Holder to consent to be named as an underwriter in any the Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities and Additional Securities which the Commission will permit to be registered without naming any the Holder as underwriters. Any delay or delays caused by a Holder by failure an underwriter, notwithstanding that such Registrable Securities may be limited to cooperate as required hereunder shall not constitute a Registration Default as to such Holderonly those Conversion Shares issuable upon conversion of the Convertible Debenture.
Appears in 1 contract
Samples: Registration Rights Agreement (Brilliant Digital Entertainment Inc)
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such the Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any the Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any the Holder to consent to be named as an underwriter in any the Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any the Holder as underwriters. Any delay or delays caused by a Holder by failure an underwriter, notwithstanding that such Registrable Securities may be limited to cooperate as required hereunder shall not constitute a Registration Default as to such Holderonly those Conversion Shares issuable upon conversion of the Preferred Shares.
Appears in 1 contract
Samples: Registration Rights Agreement (Hawaiian Natural Water Co Inc)
Cooperation with Company. Each Holder Securityholder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall will include all information regarding such Holder Securityholder and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder Securityholder to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any Holder Securityholder as underwriters. Any delay or delays caused by a Holder Securityholder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such HolderSecurityholder.
Appears in 1 contract
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company ({which shall include all information regarding such Holder and proposed manner of sale of the Registrable Securities required to be he disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any Holder as underwriters. Any delay or delays caused by a Holder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such Holder.
Appears in 1 contract
Samples: Registration Rights Agreement (American Leisure Holdings Inc)
Cooperation with Company. Each Holder The Lenders will cooperate with ------------------------ the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such Holder the Lenders and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its their obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder Lender to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any Holder the Lenders as underwriters. Any delay or delays caused by a Holder the Lenders by failure to cooperate as required hereunder shall not constitute a Registration Default as to such HolderDefault.
Appears in 1 contract
Cooperation with Company. Each Holder will cooperate with the Company in all respects in connection with this Agreement, including timely supplying all information reasonably requested by the Company (which shall include all information regarding such Holder and proposed manner of sale of the Registrable Securities required to be disclosed in any Registration Statement) and executing and returning all documents reasonably requested in connection with the registration and sale of the Registrable Securities and entering into and performing its obligations under any underwriting agreement, if the offering is an underwritten offering, in usual and customary form, with the managing underwriter or underwriters of such underwritten offering. Nothing in this Agreement shall obligate any Holder to consent to be named as an underwriter in any Registration Statement. The obligation of the Company to register the Registrable Securities shall be absolute and unconditional as to those Registrable Securities which the Commission will permit to be registered without naming any Holder as underwriters. Any delay or delays caused by a Holder by failure to cooperate as required hereunder shall not constitute a Registration Default as to such Holder.
Appears in 1 contract