Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2. (b) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Section 2.2, 2.3, 2.4, 2.5, 2.6 or 2.7 with respect to a particular Holder or Purchaser that such selling Holder or Purchaser shall furnish to the Company such information regarding itself, the Registrable Securities or Purchaser Registrable Securities held by it and the intended method of disposition of such securities as shall be required to effect the registration of Registrable Securities or Purchaser Registrable Securities. (c) Each Holder as to which any Shelf Registration is being effected agrees to furnish promptly to the Company (unless the Holder has otherwise provided such information to the Company or the Company otherwise has actual knowledge of such updated information) all information required to be disclosed so that the information previously furnished to the Company by such Holder is not materially misleading and does not omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances in which they were made.
Appears in 2 contracts
Samples: Note Purchase Agreement (Quokka Sports Inc), Note Purchase Agreement (Quokka Sports Inc)
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Section 2.2, 2.3, 2.4, 2.5, 2.6 2.3 or 2.7 with respect to a particular Holder or Purchaser 2.4 that such the selling Holder or Purchaser Holders shall furnish to the Company such information regarding itselfthemselves, the Registrable Securities or Purchaser Registrable Securities held by it them and the intended method of disposition of such securities as shall be required to effect the registration of Registrable Securities or Purchaser their Registrable Securities.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Section 2.2 or 2.4 if, due to the Company (unless operation of Section 2.2(b), the Holder has otherwise provided such information to the Company number of shares or the Company otherwise has actual knowledge anticipated aggregate offering price of such updated information) all information the Registrable Securities to be included in the registration does not equal or exceed the number of shares or the anticipated aggregate offering price required to originally trigger the Company’s obligation to initiate such registration as specified in Section 2.2 or 2.4, whichever is applicable. Notwithstanding the foregoing, for purposes of Section 2.2, a registration shall not be disclosed so counted as “effected” if, as a result of an exercise of the underwriter’s cutback provisions in Section 2.2(b), fewer than fifty percent (50%) of the total number of Registrable Securities that the information previously furnished to the Company by such Holder is not materially misleading and does not omit to state any material fact required Holders have requested to be stated therein or necessary to make the statements therein not misleading included in light of the circumstances in which they were madesuch registration statement are actually included.
Appears in 2 contracts
Samples: Investor Rights Agreement (Applied Genetic Technologies Corp), Investor Rights Agreement (Applied Genetic Technologies Corp)
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It shall be In the event that a condition precedent to the obligations of the Company to take any action pursuant to Section 2.2, 2.3, 2.4, 2.5, 2.6 or 2.7 with respect to a particular Holder or Purchaser that such selling Holder or Purchaser shall does not furnish to the Company upon written request by the Company and within the periods specified in this Agreement such information regarding itself, the Registrable Securities or Purchaser Registrable Securities held by it them and the intended method of disposition of such securities as shall be reasonably required to effect the registration of its Registrable Securities, then no Registrable Securities or Purchaser Registrable Securitiesof such Holder shall be included in such registration.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Section 2.2 if, due to the Company (unless operation of Section 2.2(b), the Holder has otherwise provided anticipated aggregate offering price of the Registrable Securities to be included in the registration does not equal or exceed the anticipated aggregate offering price required to originally trigger the Company’s obligation to initiate such information to registration as specified in Section 2.2; provided, however, that if the Company or exercises its rights under this Section 2.9(c), (i) it shall be required to pay the Company otherwise has actual knowledge Registration Expenses of such updated informationwithdrawn offering, and (ii) all information required the Holders shall not be deemed to be disclosed so that the information previously furnished have forfeited their right to the Company by such Holder is not materially misleading and does not omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances in which they were madea demand registration under Section 2.
Appears in 2 contracts
Samples: Investor Rights Agreement (Grande Communications Holdings, Inc.), Investor Rights Agreement (Grande Communications Holdings, Inc.)
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It The Company shall not be a condition precedent required to submit any registration statement to the obligations of the Company to take any action Commission pursuant to Section 2.2, 2.3, 2.4, 2.5, 2.6 2.3 or 2.7 with respect to a particular Holder or Purchaser that such 2.4 if the selling Holder or Purchaser shall furnish Holders have not furnished to the Company such information regarding itselfthemselves, the Registrable Securities or Purchaser Registrable Securities held by it them and the intended method of disposition of such securities as shall be required to effect the registration of Registrable Securities or Purchaser their Registrable Securities; provided, however, that the Company may eliminate the shares proposed to be sold by any selling Holder from registration pursuant to Section 2.2, 2.3 or 2.4 if such Holder has not provided such information, to the reasonable satisfaction of the Company, within twenty (20) days of having received written notice of a request for such information from the Company.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Section 2.2 or Section 2.4 if, due to the Company (unless operation of subsection 2.2(b), the Holder has otherwise provided such information to the Company number of shares or the Company otherwise has actual knowledge anticipated aggregate offering price of such updated information) all information the Registrable Securities to be included in the registration does not equal or exceed the number of shares or the anticipated aggregate offering price required to be disclosed so that originally trigger the information previously furnished Company's obligation to the Company by initiate such Holder registration as specified in Section 2.2 or Section 2.4, whichever is not materially misleading and does not omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances in which they were madeapplicable.
Appears in 2 contracts
Samples: Investor Rights Agreement (General Electric Co), Investor Rights Agreement (Tivo Inc)
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Section Sections 2.2, 2.3, 2.4, 2.5, 2.6 2.4 or 2.7 with respect to a particular Holder or Purchaser 2.5 that such the selling Holder or Purchaser Holders shall furnish to the Company such information regarding itselfthemselves, the Registrable Securities or Purchaser held by them, the Put Registrable Securities held by it them and the intended method of disposition of such securities as shall be required to effect the registration of their Registrable Securities or Purchaser Put Registrable Securities.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Sections 2.2 or 2.4, if, due to the Company (unless operation of Section 2.2(b), the Holder has otherwise provided such information to the Company number of shares or the Company otherwise has actual knowledge anticipated aggregate offering price of such updated information) all information the Registrable Securities to be included in the registration does not equal or exceed the number of shares or the anticipated aggregate offering price required to be disclosed so that originally trigger the information previously furnished Company's obligation to the Company by initiate such Holder registration as specified in Sections 2.2 or 2.4, whichever is not materially misleading and does not omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances in which they were madeapplicable.
Appears in 2 contracts
Samples: Investor Rights Agreement (Atviso LTD), Investor Rights Agreement (Softbank Corp)
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It The Company shall not be a condition precedent required to submit any registration statement to the obligations of the Company to take any action Commission pursuant to Section 2.2, 2.3, 2.4, 2.5, 2.6 2.3 or 2.7 with respect to a particular Holder or Purchaser that such 2.4 if the selling Holder or Purchaser shall furnish Holders have not furnished to the Company such information regarding itselfthemselves, the Registrable Securities or Purchaser Registrable Securities held by it them and the intended method of disposition of such securities as shall be required to effect the registration of Registrable Securities or Purchaser their Registrable Securities; provided, however, that the Company may eliminate the shares proposed to be sold by any selling Holder from registration pursuant to Section 2.2, 2.3 or 2.4 if such Holder has not provided such information, to the reasonable satisfaction of the Company, within twenty (20) days of having received written notice of a request for such information from the Company.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Section 2.2 or Section 2.4 if, due to the Company (unless operation of subsection 2.2(b), the Holder has otherwise provided such information to the Company number of shares or the Company otherwise has actual knowledge anticipated aggregate offering price of such updated information) all information required the Registrable Securities to be disclosed so that included in the information previously furnished to the Company by such Holder is not materially misleading and registration does not omit to state any material fact required to be stated therein equal or necessary to make exceed the statements therein not misleading in light number of shares or the circumstances in which they were made.anticipated
Appears in 1 contract
Samples: Investor Rights Agreement (Tivo Inc)
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Section Sections 2.2, 2.3, 2.4, 2.5, 2.6 2.3 or 2.7 with respect to a particular Holder or Purchaser 2.4 that such the selling Holder or Purchaser Holders shall furnish to the Company such information regarding itselfthemselves, the Registrable Securities or Purchaser Registrable Securities held by it them and the intended method of disposition of such securities as shall be required to effect the registration of Registrable Securities or Purchaser their Registrable Securities.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Section 2.2 or Section 2.4 if, due to the operation of Section 2.2(b), the number of shares or the anticipated aggregate offering price of the Registrable Securities to be included in the registration does not equal or exceed the number of shares or the anticipated aggregate offering price required to originally trigger the Company’s obligation to initiate such registration as specified in Section 2.2 or Section 2.4, whichever is applicable. If the Company (unless the Holder has otherwise provided elects not to file such information requested registration statement pursuant to the Company or preceding sentence, then the Company otherwise has actual knowledge shall be responsible for all expenses of such updated information) all information required to be disclosed so that abandoned registration up through the information previously furnished to the Company by such Holder is not materially misleading and does not omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading in light date of the circumstances in which they were madeabandonment.
Appears in 1 contract
Delay of Registration; Furnishing Information. (a) No Holder shall have any right to obtain or seek an injunction restraining or otherwise delaying any such registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 2.
(b) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Section 2.2, 2.3, 2.4, 2.5, 2.6 2.3 or 2.7 with respect to a particular Holder or Purchaser 2.4 that such the selling Holder or Purchaser Holders shall furnish to the Company such information regarding itselfthemselves, the Registrable Securities or Purchaser Registrable Securities held by it them and the intended method of disposition of such securities as shall be required to effect the registration of Registrable Securities or Purchaser their Registrable Securities.
(c) Each Holder as The Company shall have no obligation with respect to which any Shelf Registration is being effected agrees registration requested pursuant to furnish promptly Section 2.2 or Section 2.4 if, due to the Company operation of Subsection 2.2 (unless the Holder has otherwise provided such information b) or due to the Company withdrawal of such request by one or more Holders, the number of shares or the Company otherwise has actual knowledge anticipated aggregate offering price of such updated information) all information the Registrable Securities to be included in the registration does not equal or exceed the number of shares or the anticipated aggregate offering price required to be disclosed so that originally trigger the information previously furnished Company's obligation to initiate such registration as specified in Section 2.2 or Section 2.4, whichever is applicable, but no event due to the Company by such Holder is not materially misleading and does not omit to state operation of Section 2.2 (b) shall result in the loss of any material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances in which they were madedemand registrations allowed under Section 2.2 (a).
Appears in 1 contract