Holders’ Agreements. Each Holder of Transfer Restricted Securities, by the acquisition of such Transfer Restricted Securities agrees: a. to furnish the Requisite Information required to be furnished pursuant to Section 5(m) hereof. The Company may exclude from any Shelf Registration Statement the Transfer Restricted Securities of any Holder who does not furnish such Requisite Information. Each Holder of Transfer Restricted Securities shall promptly furnish to the Company all such information required to be disclosed in order to make the Requisite Information previously furnished to the Company by such Holder not materially misleading; b. that, upon receipt of a notice from the Company that the Prospectus and Shelf Registration Statement are unavailable for resales of Transfer Restricted Securities, forthwith to discontinue disposition of its Transfer Restricted Securities pursuant to the Shelf Registration Statement, and not to deliver any Prospectus forming a part thereof until receipt of the amended or supplemented Shelf Registration Statement or Prospectus, as applicable, as contemplated by Section 5(i) hereof, or until receipt of the Advice; and c. that sales of such Transfer Restricted Securities pursuant to a Shelf Registration Statement shall only be made in the manner set forth in such currently effective Shelf Registration Statement.
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Samples: Indenture (P Com Inc)
Holders’ Agreements. Each Holder of Transfer Restricted Securities, by the acquisition of such Transfer Restricted Securities agrees:
a. to furnish the Requisite Information required to be furnished (a) In connection with each registration pursuant to this Section 5(m) hereof. The Company may exclude from any Shelf Registration Statement 12, the Transfer Restricted Securities seller of any Holder who does not furnish such Requisite Information. Each Holder of Transfer Restricted Securities shall promptly Warrant Shares agrees to furnish to the Company all in writing such information required with respect to itself and the proposed distribution by it as reasonably shall be disclosed necessary and shall be requested by the Company in order to make the Requisite Information previously furnished comply with federal and applicable state securities laws.
(b) In connection with each registration pursuant to this Section 12 covering an underwritten public offering, the Company by and the seller of Warrant Shares agree to enter into a written agreement with the managing underwriter in such Holder not materially misleading;form and containing such provisions as are customary in the securities business for such an arrangement between such underwriter and companies of the Company's size and investment stature.
b. (c) The seller of Warrant Shares agrees that, upon receipt of a any notice from the Company that of the Prospectus and Shelf Registration Statement are unavailable for resales happening of Transfer Restricted Securitiesany event of the kind described in Section 12.2(f), forthwith to such seller will immediately discontinue disposition of its Transfer Restricted Securities Warrant Shares pursuant to the Shelf Registration Statement, and not to deliver any Prospectus forming a part thereof registration statement until such seller's receipt of the copies of the supplemented or amended or supplemented Shelf Registration Statement or Prospectus, as applicable, as prospectus contemplated by Section 5(i12.2(f) hereof, or until and, if so directed by the Company, such seller will deliver to the Company all copies, other than permanent file copies then in such seller's possession, of the most recent prospectus covering such Warrant Shares at the time of receipt of such notice. If the Advice; and
c. that sales Company shall give such notice, the Company shall extend the period during which the registration statement shall be maintained effective by the number of such Transfer Restricted Securities days during the period from and including the date of the giving of notice pursuant to Section 12.2(f) to the date when the Company shall make available to such seller a Shelf Registration Statement shall only be made in prospectus supplemented or amended to conform with the manner set forth in such currently effective Shelf Registration Statementrequirements of Section 12.2(f).
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Samples: Warrant Agreement (Educational Video Conferencing Inc)
Holders’ Agreements. Each Holder of Transfer Restricted SecuritiesSecurities severally but not jointly, by the acquisition of such Transfer Restricted Securities Securities, agrees:
a. to (a) To furnish the Requisite Information information required to be furnished pursuant to Section 5(m4(1) hereof. The Company may exclude from any Shelf Registration Statement hereof within the Transfer Restricted Securities of any Holder who does not furnish such Requisite Information. Each Holder of Transfer Restricted Securities shall promptly furnish to the Company all such information required to be disclosed in order to make the Requisite Information previously furnished to the Company by such Holder not materially misleading;time period set forth therein.
b. that, (b) That upon receipt of a notice from of the Company that commencement of a Supplemental Delay Period, it will keep the Prospectus and Shelf Registration Statement are unavailable for resales fact of Transfer Restricted Securitiessuch notice confidential, forthwith to discontinue disposition of its Transfer Restricted Securities pursuant to the Shelf Registration Statement, and will not to deliver any Prospectus forming a part thereof until receipt of the amended or supplemented Shelf Registration Statement or Prospectus, as applicable, as contemplated by Section 5(i4(h) hereof, or until receipt of the Advice; and.
c. that sales (c) If so directed by the Company in a notice of the commencement of a Supplemental Delay Period, each Holder of Transfer Restricted Securities will deliver to the Company (at the Company's expense) all copies, other than permanent file copies then in such Holder's possession, of the Prospectus covering the Transfer Restricted Securities.
(d) Sales of such Transfer Restricted Securities pursuant to a Shelf Registration Statement shall only be made in the manner set forth in such currently effective Shelf Registration StatementStatement and in accordance with applicable law.
Appears in 1 contract
Samples: Registration Rights Agreement (Peregrine Systems Inc)
Holders’ Agreements. Each Holder of Transfer Restricted SecuritiesSecurities severally but not jointly, by the acquisition of such Transfer Restricted Securities Securities, agrees:
a. to (a) To furnish the Requisite Information information required to be furnished pursuant to Section 5(m4(l) hereof. The Company may exclude from any Shelf Registration Statement hereof within the Transfer Restricted Securities of any Holder who does not furnish such Requisite Information. Each Holder of Transfer Restricted Securities shall promptly furnish to the Company all such information required to be disclosed in order to make the Requisite Information previously furnished to the Company by such Holder not materially misleading;time period set forth therein.
b. that, (b) That upon receipt of a notice from of the Company that commencement of a Supplemental Delay Period, it will keep the Prospectus and Shelf Registration Statement are unavailable for resales fact of Transfer Restricted Securitiessuch notice confidential, forthwith to discontinue disposition of its Transfer Restricted Securities pursuant to the Shelf Registration Statement, and will not to deliver any Prospectus forming a part thereof until receipt of the amended or supplemented Shelf Registration Statement or Prospectus, as applicable, as contemplated by Section 5(i4(h) hereof, or until receipt of the Advice; and.
c. that sales (c) If so directed by the Company in a notice of the commencement of a Supplemental Delay Period, each Holder of Transfer Restricted Securities will deliver to the Company (at the Company's expense) all copies, other than permanent file copies then in such Holder's possession, of the Prospectus covering the Transfer Restricted Securities.
(d) Sales of such Transfer Restricted Securities pursuant to a Shelf Registration Statement shall only be made in the manner set forth in such currently effective Shelf Registration StatementStatement and in accordance with applicable law.
Appears in 1 contract
Samples: Registration Rights Agreement (Peregrine Systems Inc)
Holders’ Agreements. Each Holder of Transfer Restricted Securities, by the acquisition of such Transfer Restricted Securities agrees:
a. (a) to furnish the Requisite Information required to be furnished pursuant to Section 5(m) hereof. The Company may exclude from any Shelf Registration Statement the Transfer Restricted Securities of any Holder who does not furnish such Requisite Information. Each Holder of Transfer Restricted Securities shall promptly furnish to the Company all such information required to be disclosed in order to make the Requisite Information previously furnished to the Company by such Holder not materially misleading;
b. (b) that, upon receipt of a notice from the Company that the Prospectus and Shelf Registration Statement are unavailable for resales of Transfer Restricted Securities, forthwith to discontinue disposition of its Transfer Restricted Securities pursuant to the Shelf Registration Statement, and not to deliver any Prospectus forming a part thereof until receipt of the amended or supplemented Shelf Registration Statement or Prospectus, as applicable, as contemplated by Section 5(i) hereof, or until receipt of the Advice; and
c. (c) that sales of such Transfer Restricted Securities pursuant to a Shelf Registration Statement shall only be made in the manner set forth in such currently effective Shelf Registration Statement.
Appears in 1 contract
Holders’ Agreements. Each Holder of Transfer Restricted Securities, ------------------- by the acquisition of such Transfer Restricted Securities agrees:
a. to (a) To furnish the Requisite Information required to be furnished pursuant to Section 5(m) hereof. The Company may exclude from any Shelf Registration Statement the Transfer Restricted Securities of any Holder who does not furnish such Requisite Information. Each Holder of Transfer Restricted Securities shall promptly furnish to the Company all such information required to be disclosed in order to make the Requisite Information previously furnished to the Company by such Holder not materially misleading;.
b. that, (b) That upon receipt of a notice from the Company that the Prospectus and Shelf Registration Statement are is unavailable for resales of Transfer Restricted Securities, Securities forthwith to discontinue disposition of its Transfer Restricted Securities Securities, as the case may be, pursuant to the Shelf Registration Statement, and will not to deliver any Prospectus forming a part thereof until receipt of the amended or supplemented Shelf Registration Statement or Prospectus, as applicable, as contemplated by Section 5(i) hereof, or until receipt of the Advice; and.
c. that sales (c) Sales of such Transfer Restricted Securities pursuant to a Shelf Registration Statement shall only be made in the manner set forth in such currently effective Shelf Registration Statement.
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