Common use of Obligations of the Warrantholder Clause in Contracts

Obligations of the Warrantholder. (a) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Sections 10.1 and 10.2 with respect to the Warrantholder that the Warrantholder shall furnish to the Company such information regarding the Warrantholder, the Registrable Securities held by the Warrantholder and the intended method of disposition of such securities as shall be reasonably required to effect the registration of the Registrable Securities and shall execute such documents and agreements in connection with such registration as the Company may reasonably request. At least five (5) Business Days prior to the first anticipated filing date of the Registration Statement, the Company shall notify the Warrantholder of the information the Company requires from the Warrantholder (the “Requested Information”) if the Warrantholder elects to have any of its Registrable Securities included in the Registration Statement. If within three (3) Business Days of the filing date the Company has not received the Requested Information from the Warrantholder, then the Company may file the Registration Statement without including Registrable Securities of the Warrantholder. (b) The Warrantholder, by its acceptance of the Registrable Securities, agrees to cooperate with the Company in connection with the preparation and filing of any Registration Statement hereunder. (c) In the event of an underwritten offering, the Warrantholder agrees to enter into and perform its obligations under an underwriting agreement, in usual and customary form, including, without limitation, customary indemnification and contribution obligations, with the managing underwriter of such offering and to take such other actions as are reasonably required in order to expedite or facilitate the disposition of the Registrable Securities, unless the Warrantholder has decided not to participate. (d) The Warrantholder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 10.2(e), the Warrantholder will immediately discontinue disposition of Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until its receipt of the copies of the supplemented or amended prospectus contemplated by Section 10.2(e). In addition, the Company may restrict disposition of Registrable Securities and the Warrantholder will not be able to dispose of such Registrable Securities, if the Company shall have delivered a certificate to the Warrantholder signed by an officer of the Company stating that in the good faith judgment of the Board of Directors of the Company a delay in the disposition of such Registrable Securities is necessary because the Company has determined that such sales would require public disclosure by the Company of material nonpublic information that is not included in such registration statement.

Appears in 2 contracts

Samples: Warrant Agreement (ITUS Corp), Warrant Agreement (ITUS Corp)

AutoNDA by SimpleDocs

Obligations of the Warrantholder. (ai) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Sections 10.1 and 10.2 this Warrant with respect to the Warrantholder Warrant Holder that the Warrantholder Warrant Holder shall furnish to the Company such information regarding the WarrantholderWarrant Holder, the Registrable Securities held by the Warrantholder Warrant Holder and the intended method of disposition of such securities as shall be reasonably required to effect the registration of the Registrable Securities and shall execute such documents and agreements in connection with such registration as the Company may reasonably request. At least five (5) 5 Business Days prior to the first anticipated filing date of the Registration Statement, the Company shall notify the Warrantholder Warrant Holder of the information the Company requires from the Warrantholder he, she or it (the "Requested Information") if the Warrantholder he, she or it elects to have any of its Registrable Securities included in the Registration Statement. If within three (3) 3 Business Days of the filing date the Company has not received the Requested Information from the WarrantholderWarrant Holder, then the Company may file the Registration Statement without including Registrable Securities of the WarrantholderWarrant Holder. (bii) The WarrantholderWarrant Holder, by its its, his or her acceptance of the Registrable Securities, agrees to cooperate with the Company in connection with the preparation and filing of any Registration Statement hereunder. (ciii) In the event of an underwritten offering, the Warrantholder Warrant Holder agrees to enter into and perform its obligations under an underwriting agreement, in usual and customary form, including, including without limitation, limitation customary indemnification and contribution obligations, with the managing underwriter of such offering and to take such other actions as are reasonably required in order to expedite or facilitate the disposition of the Registrable Securities, unless the Warrantholder Warrant Holder has decided not to participate. (div) The Warrantholder Warrant Holder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 10.2(e5(b)(vi), the Warrantholder Warrant Holder will immediately discontinue disposition of Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until its its, his or her receipt of the copies of the supplemented or amended prospectus contemplated by Section 10.2(e). In addition5(b)(vi) and, if so directed by the Company, the Company may restrict disposition of Registrable Securities and the Warrantholder will not be able Warrant Holder shall deliver to dispose of such Registrable Securities, if the Company shall have delivered a certificate to (at the Warrantholder signed by an officer expense of the Company stating that in the good faith judgment of the Board of Directors of Company) or destroy (and deliver to the Company a delay certificate of such destruction) all copies, other than permanent file copies then in its, his or her possession, of the disposition of prospectus covering such Registrable Securities is necessary because current at the Company has determined that time of receipt of such sales would require public disclosure by the Company of material nonpublic information that is not included in such registration statementnotice.

Appears in 1 contract

Samples: Warrant Agreement (Relm Wireless Corp)

Obligations of the Warrantholder. (a) It shall be a condition precedent to the obligations xx xxx xbligations of the Company to take any action pursuant to Sections 10.1 and 10.2 with respect to this Warrant that the Warrantholder that the shall comply with its obligations under this Warrant, including this Section 8.4. 8.4.1. The Warrantholder shall furnish to the Company such information regarding the Warrantholderitself, the Registrable Securities held by the Warrantholder Warrant Shares and the intended method of disposition of such securities the Warrant Shares as shall be reasonably required to effect the registration of the Registrable Securities Warrant Shares and shall execute such documents and agreements in connection with such registration as the Company may reasonably request, all in a timely manner so as to enable the Company to comply with its obligations hereunder. At least five (5) Business Days prior Concurrent with the notice delivered pursuant to the first anticipated filing date of the Registration StatementSection 8.1 above, the Company shall notify the Warrantholder of the information the Company requires from the Warrantholder (the “Requested Information”) if the Warrantholder elects to have any of its Registrable Securities Warrant Shares included in the Registration Statement. If within three (3) 5 Business Days of the filing date notice delivered by the Company pursuant to Section 8.1 above, the Company has not received the Requested Information from the WarrantholderWarrantholder and the Company has properly notified the Warrantholder in accordance with the preceding sentence, then the Company may file the Registration Statement without including Registrable Securities of the WarrantholderWarrant Shares. (b) 8.4.2. The Warrantholder, by its acceptance of the Registrable SecuritiesWarrant Shares, agrees to cooperate with any reasonable request made by the Company in connection with the preparation and filing of any Registration Statement hereunderregistration statement hereunder which includes the Warrant Shares. (c) 8.4.3. In the event of an underwritten offering, the Warrantholder agrees to enter into and perform its obligations under an any underwriting agreement, in usual and customary form, including, without limitation, customary indemnification and contribution obligations, with the managing underwriter of such offering and to take such other actions as are reasonably reasonable required in order to expedite or facilitate the disposition of the Registrable Securities, unless the Warrantholder has decided not to participateWarrant Shares. (d) 8.4.4. The Warrantholder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 10.2(e)8.3.6, the Warrantholder will immediately discontinue disposition of Registrable Securities Warrant Shares pursuant to the Registration Statement covering such Registrable Securities Warrant Shares until its the Warrantholder’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 10.2(e). In addition8.3.6 and, if so directed by the Company, the Company may restrict disposition of Registrable Securities and the Warrantholder will not be able shall deliver to dispose of such Registrable Securities, if the Company shall have delivered a certificate to (at the Warrantholder signed by an officer expense of the Company stating that in the good faith judgment of the Board of Directors of Company) or destroy (and deliver to the Company a delay certificate of such destruction ) all copies, other than permanent file copies then in the disposition Warrantholder’s possession, of the prospectus covering Warrant Shares at the time of receipt of such Registrable Securities is necessary because notice; and 8.4.5. The Warrantholder may not participate in any underwritten registration hereunder unless the Company has determined that Warrantholder (a) agrees to sell such sales would require public disclosure by Warrant Shares on the Company basis provided in any underwriting arrangements, (b) completes and executes all questionnaires, powers of material nonpublic information that is not included in attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such registration statementunderwriting arrangements and (c) agrees to pay the Warrantholder’s pro rata portion of all underwriting discounts and commissions.

Appears in 1 contract

Samples: Warrant Agreement (WMS Industries Inc /De/)

Obligations of the Warrantholder. (a) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Sections 10.1 and 10.2 with respect to the Warrantholder that the Warrantholder shall furnish to the Company such information regarding the Warrantholder, the Registrable Securities held by the Warrantholder and the intended method of disposition of such securities as shall be reasonably required to effect the registration of the Registrable Securities and shall execute such documents and agreements in connection with such registration as the Company may reasonably request. At least five (5) Business Days prior to the first anticipated filing date of the Registration Statement, the Company shall notify the Warrantholder of the information the Company requires from the Warrantholder (the "Requested Information") if the Warrantholder elects to have any of its Registrable Securities included in the Registration Statement. If within three (3) Business Days of the filing date the Company has not received the Requested Information from the WarrantholderWarrantholder , then the Company may file the Registration Statement without including Registrable Securities of the WarrantholderWarrantholder . (b) The Warrantholder, by its acceptance of the Registrable Securities, agrees to cooperate with the Company in connection with the preparation and filing of any Registration Statement hereunder. (c) In the event of an underwritten offering, the Warrantholder agrees to enter into and perform its obligations under an underwriting agreement, in usual and customary form, including, without limitation, customary indemnification and contribution obligations, with the managing underwriter of such offering and to take such other actions as are reasonably required in order to expedite or facilitate the disposition of the Registrable Securities, unless the Warrantholder has decided not to participate. (d) The Warrantholder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 10.2(e1 0.2( e), the Warrantholder will immediately discontinue disposition of Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until its receipt of the copies of the supplemented or amended prospectus contemplated by Section 10.2(elO.2(e). In addition, the Company may restrict disposition of Registrable Securities and the Warrantholder will not be able to dispose of such Registrable Securities, if the Company shall have delivered a certificate to the Warrantholder signed by an officer of the Company stating that in the good faith judgment of the Board of Directors of the Company a delay in the disposition of such Registrable Securities is necessary because the Company has determined that such sales would require public disclosure by the Company of material nonpublic information that is not included in such registration statement.

Appears in 1 contract

Samples: Warrant Agreement (Copytele Inc)

AutoNDA by SimpleDocs

Obligations of the Warrantholder. (a) It shall be a condition precedent to the obligations of the Company to take any action pursuant to Sections 10.1 and 10.2 with respect to this Warrant that the Warrantholder that the shall comply with its obligations under this Warrant, including this Section 8.4. 8.4.1. The Warrantholder shall furnish to the Company such information regarding the Warrantholderitself, the Registrable Securities held by the Warrantholder Warrant Shares and the intended method of disposition of such securities the Warrant Shares as shall be reasonably required to effect the registration of the Registrable Securities Warrant Shares and shall execute such documents and agreements in connection with such registration as the Company may reasonably request, all in a timely manner so as to enable the Company to comply with its obligations hereunder. At least five (5) Business Days prior Concurrent with the notice delivered pursuant to the first anticipated filing date of the Registration StatementSection 8.1 above, the Company shall notify the Warrantholder of the information the Company requires from the Warrantholder (the “Requested Information”) if the Warrantholder elects to have any of its Registrable Securities Warrant Shares included in the Registration Statement. If within three (3) 5 Business Days of the filing date notice delivered by the Company pursuant to Section 8.1 above, the Company has not received the Requested Information from the WarrantholderWarrantholder and the Company has properly notified the Warrantholder in accordance with the preceding sentence, then the Company may file the Registration Statement without including Registrable Securities of the WarrantholderWarrant Shares. (b) 8.4.2. The Warrantholder, by its acceptance of the Registrable Securities, Warrant Shares agrees to cooperate with any reasonable request made by the Company in connection with the preparation and filing of any Registration Statement hereunderregistration statement hereunder which includes the Warrant Shares. (c) 8.4.3. In the event of an underwritten offering, the Warrantholder agrees to enter into and perform its obligations under an any underwriting agreement, in usual and customary form, including, without limitation, customary indemnification and contribution obligations, with the managing underwriter of such offering and to take such other actions as are reasonably reasonable required in order to expedite or facilitate the disposition of the Registrable Securities, unless the Warrantholder has decided not to participateWarrant Shares. (d) 8.4.4. The Warrantholder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 10.2(e)8.3.6, the Warrantholder will immediately discontinue disposition of Registrable Securities Warrant Shares pursuant to the Registration Statement covering such Registrable Securities Warrant Shares until its the Warrantholder’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 10.2(e). In addition8.3.6 and, if so directed by the Company, the Company may restrict disposition of Registrable Securities and the Warrantholder will not be able shall deliver to dispose of such Registrable Securities, if the Company shall have delivered a certificate to (at the Warrantholder signed by an officer expense of the Company stating that in the good faith judgment of the Board of Directors of Company) or destroy (and deliver to the Company a delay certificate of such destruction ) all copies, other than permanent file copies then in the disposition Warrantholder’s possession, of the prospectus covering Warrant Shares at the time of receipt of such Registrable Securities is necessary because notice; and 8.4.5. The Warrantholder may not participate in any underwritten registration hereunder unless the Company has determined that Warrantholder (a) agrees to sell such sales would require public disclosure by Warrant Shares on the Company basis provided in any underwriting arrangements (b) completes and executes all questionnaires, powers of material nonpublic information that is not included in attorney, indemnities, underwriting agreements and other documents reasonably required under the terms of such registration statementunderwriting arrangements and (c) agrees to pay the Warrantholder’s pro rata portion of all underwriting discounts and commissions.

Appears in 1 contract

Samples: Warrant Agreement (WMS Industries Inc /De/)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!