Holders' Covenants. Each holder of the Registrable Securities shall furnish in writing to the Company such information regarding itself, the Registrable Securities and the intended method of disposition of the Registrable Securities, as shall be reasonably requested to effect the registration of such Registrable Securities and shall execute such documents in customary form in connection with such registration as the Company may reasonably request. Each holder of the Registrable Securities agrees to cooperate with the Company as reasonably requested by the Company in connection with the preparation and filing of a registration statement and/or prospectus hereunder, provided that each such holders shall be given the opportunity to review and comment on such registration statement and/or prospectus.
Holders' Covenants. (a) Each of the Holders shall furnish to the Corporation in writing such information relating to it as the Corporation may reasonably request in writing in connection with the preparation of such registration statement, and each Holder agrees to notify the Corporation as promptly as reasonably practicable of any inaccuracy or change in information it has previously furnished to the Corporation or of the happening of any event, in either case as a result of which any prospectus relating to such registration contains an untrue statement of a material fact regarding any Holder or the distribution of such Registrable Shares or omits to state any material fact regarding any Holder or the distribution of such Registrable Shares required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances then existing, and to promptly furnish to the Corporation any additional information required to correct and update any previously furnished information or required such that such prospectus shall not contain, with respect to any Holder or the distribution of such Registrable Shares, an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances then existing.
(b) Each of the Holders agrees that, upon receipt of any notice from the Corporation of the happening of any event of the kind described in Section 3(d), (i) or (j) hereof, each of the Holders will forthwith discontinue disposition of such Registrable Shares covered by such registration statement or prospectus until each of the Holders' receipt of the copies of the supplemental or amended prospectus relating to such registration statement or prospectus, or until each Holder is advised in writing by the Corporation that the use of the applicable prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in such prospectus, and, if so directed by the Corporation, each Holder will deliver to the Corporation all copies, other than permanent file copies then in the Holders' possession, of the prospectus covering the Registrable Shares current at the time of receipt of such notice provided, that in any case, the suspension of the use of such prospectus shall be for a reasonable period not to exceed sixty (60) days in any one year period. Notwithstanding the foregoing, the Holde...
Holders' Covenants. Holder covenants and agrees with the Corporation that upon Holder being repaid in full the amount of Four Million Dollars ($4,000,000) owing under the Debenture (as such terms of repayment are set forth in the Debenture), Holder will subordinate its first lien on the assets of the Corporation and each Subsidiary, granted to Holder under the Transaction Documents, to any
Holders' Covenants. Holder covenants and agrees:
(a) To sell all Registrable Securities only through a broker-dealer approved by Maxwxxx xx writing, which approval shall not be unreasonably delayed or withheld; and
(b) During the time the Registration Statement filed pursuant to Section 2(a) or 2(b) is effective, Holder shall not sell more than 10% of his Registrable Securities on any one trading day, or more than 25% of his Registrable Securities in any five consecutive trading days. Holder understands and agrees these manner of sale requirements are entered into for the benefit of Maxwxxx.
Holders' Covenants. Holder agrees to vote its existing shares in the Corporation with voting rights in favor of the removal of the Blocker. By execution of this Note, Holder hereby delivers its request to remove the Blocker, as required under the Series C-1 Warrants and Series C-2 Warrants, once the requisite Stockholder Approval has been received by the Corporation. Holder's failure to observe its obligations described herein shall constitute a breach of the Note. Upon such breach, Borrower's obligation to accrue and pay interest on the principle shall cease and Borrower's obligation to repay the Note shall cease until Holder complies with its covenants.
Holders' Covenants. Each Holder covenants and agrees:
(a) To sell all Registrable Securities only through a broker-dealer approved by Xxxxxxx in writing; and
(b) During the time Registration Statement filed pursuant to Section 2(a) is effective, no Holder shall sell more than an aggregate of up to 10,000 shares of his or her Registrable Securities on any one trading day, or more than the greater of 10,000 shares or [20]% of his or her then current Registrable Securities in any one month. Each Holder understands and agrees these manner of sale requirements are entered into for the benefit of Xxxxxxx and the other Holders.
Holders' Covenants. Each Holder understands and agrees as follows:
(a) Such Holder shall carefully review the information concerning him contained in each registration statement and shall promptly notify the Company if such information is not complete and accurate in all respects, including having properly disclosed any position, office or other material relationship within the past three years with the Company or its affiliates;
(b) Such Holder shall sell his Common Stock only in the manner set forth in the applicable registration statement;
(c) Such Holder shall comply with the anti-manipulation rules under the Exchange Act in connection with purchases and sales of securities of the Company during the time any registration statement remains effective;
(d) Such Holder shall only sell shares in a jurisdiction after counsel for the Company has advised that such sale is permissible under the applicable state securities or "Blue Sky" laws;
(e) Such Holder shall comply with all prospectus delivery requirements;
(f) Such Holder shall promptly notify the Company of any and all planned sales and completed sales of shares; and
(g) Such Holder shall suspend sales during the periods when sales are to be suspended pursuant to Section 4(c) herein.
Holders' Covenants. Each Holder hereby covenants and agrees that:
(a) it will not sell any Registrable Securities under the Registration Statement until it has received notice from the Company that such Registration Statement and any post-effective amendments thereto have become effective;
(b) it and its officers, directors or Affiliates (as defined in the Stockholders' Agreement), if any, will comply with the Prospectus delivery requirements of the Securities Act as applicable to them in connection with sales of Registrable Securities pursuant to a Registration Statement;
(c) upon receipt of a notice from the Company of the occurrence of any event of the kind described in Section 4(d)(iv), (v), (vi), (vii) and (viii) of this Agreement, such Holder will forthwith discontinue disposition of such Registrable Securities under the Registration Statement until such Holder's receipt of the copies of the supplemented Prospectus and/or amended Registration Statement or until it is advised in writing (the "ADVICE") by the Company that the use of the applicable Prospectus may be resumed, and, in either case, has received copies of any additional or supplemental filings that are incorporated or deemed to be incorporated by reference in such Prospectus or Registration Statement.
Holders' Covenants. The Holder covenants and agrees with the Purchaser that:
(a) any Equity Securities obtained by the Holder after the date hereof, including without limitation any shares into or for which Equity Securities are converted or exercised, shall be deemed to be "Holder Securities" and thereby subject to this Agreement; provided, however, that the Purchaser shall not be required to make any payment pursuant to Section 3 hereof to acquire any employee stock options that are granted after the Effective Date to the extent such options are not vested on the date the Exercise Notice is given; and
(b) Holder shall not permit any Encumbrances to attach to the Holder Securities.
Holders' Covenants. Every holder hereof, by accepting the same, agrees with any subsequent holder hereof and with the Company that this Warrant and all rights hereunder are issued and shall be held subject to all of the terms, conditions, limitations and provisions set forth in this Warrant, and further agrees that the Company and its transfer agent may deem and treat the registered holder of this Warrant as the absolute owner hereof for all purposes and shall not be affected by any notice to the contrary.
