Common use of POSSIBLE COMPANY REGISTRATION STATEMENT Clause in Contracts

POSSIBLE COMPANY REGISTRATION STATEMENT. In the event the Company should determine to register shares of its Common Stock for sale to the public on a registration form which would also permit a sale of Shares held by Buyer, Seller agrees, upon request of Buyer, to use reasonable efforts to cause Buyer's Shares to be included in such registration statement, provided that: a. Seller's covenant hereunder extends only to Seller's interest as a shareholder of the Company and not as a director, officer or fiduciary of the Company - nothing in this Agreement shall in any way limit Seller's freedom to fulfill such Seller's fiduciary or other duties as an officer, employee or director of the Company or to shareholders of the Company as a whole; b. Shares to be offered and sold by the Company shall be entitled to priority and precedence for inclusion in the registration statement over any Shares to be offered by Buyer; c. To the extent, if any, that there shall be included in such registration statement shares of both Buyer and Seller, Buyer and Seller shall be entitled to participate in the offering in proportion to their respective holdings of the Company's Common Stock; d. Nothing in this paragraph shall obligate the Company to file a registration statement or make any determination to offer any of its shares or other securities to the public; and e. Buyer shall bear its proportionate share of all underwriting, discounts, commissions and other expenses in connection with such offering.