Common use of Registration of Stock Clause in Contracts

Registration of Stock. If the Company shall receive from Xxxxx a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from Xxxxx) that it has elected to file a registration statement for the Common Stock held by Xxxxx pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by Xxxxx. Any such registration of shares requested by Xxxxx xxx include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by Xxxxx. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by Xxxxx, in accordance with this paragraph, Xxxxx xxx (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by Xxxxx. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

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Registration of Stock. If the Company shall receive from Xxxxx IONIAN a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx IONIAN (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxIONIAN) that it has elected to file a registration statement for the Common Stock held by Xxxxx IONIAN pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxIONIAN. Any such registration of shares requested by Xxxxx xxx IONIAN may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx IONIAN may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx IONIAN receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx IONIAN shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxIONIAN. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxIONIAN, in accordance with this paragraph, Xxxxx xxx IONIAN may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxIONIAN. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from Xxxxx BCM a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx BCM (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxBCM) that it has elected to file a registration statement for the Common Stock held by Xxxxx BCM pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxBCM. Any such registration of shares requested by Xxxxx xxx BCM may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx BCM may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx BCM receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx BCM shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxBCM. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxBCM, in accordance with this paragraph, Xxxxx xxx BCM may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxBCM. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from Xxxxx HARTFORD a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx HARTFORD (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxHARTFORD) that it has elected to file a registration statement for the Common Stock held by Xxxxx HARTFORD pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxHARTFORD. Any such registration of shares requested by Xxxxx xxx HARTFORD may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx HARTFORD may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx HARTFORD receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx HARTFORD shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxHARTFORD. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxHARTFORD, in accordance with this paragraph, Xxxxx xxx HARTFORD may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxHARTFORD. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from Xxxxx ARDARA a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx ARDARA (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxARDARA) that it has elected to file a registration statement for the Common Stock held by Xxxxx ARDARA pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxARDARA. Any such registration of shares requested by Xxxxx xxx ARDARA may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx ARDARA may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx ARDARA receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx ARDARA shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxARDARA. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxARDARA, in accordance with this paragraph, Xxxxx xxx ARDARA may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxARDARA. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

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Registration of Stock. If the Company shall receive from Xxxxx Xxxxxx a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx Xxxxxx (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxXxxxxx) that it has elected to file a registration statement for the Common Stock held by Xxxxx Xxxxxx pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxXxxxxx. Any such registration of shares requested by Xxxxx xxx Xxxxxx may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx Xxxxxx may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx Xxxxxx receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx Xxxxxx shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxXxxxxx. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxXxxxxx, in accordance with this paragraph, Xxxxx xxx Xxxxxx may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxXxxxxx. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 1 contract

Samples: Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from Xxxxx Xxxxxx a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx Xxxxxx (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxXxxxxx) that it has elected to file a registration statement for the Common Stock held by Xxxxx Xxxxxx pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxXxxxxx. Any such registration of shares requested by Xxxxx xxx Xxxxxx may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx Xxxxxx may xxxx necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx Xxxxxx receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx Xxxxxx shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxXxxxxx. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxXxxxxx, in accordance with this paragraph, Xxxxx xxx Xxxxxx may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxXxxxxx. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 1 contract

Samples: Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from Xxxxx WYSE a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to Xxxxx WYSE (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from XxxxxWYSE) that it has elected to file a registration statement for the Common Stock held by Xxxxx WYSE pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by XxxxxWYSE. Any such registration of shares requested by Xxxxx xxx WYSE may include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as Xxxxx xxx xxxx WYSE may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if Xxxxx WYSE receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then Xxxxx WYSE shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by XxxxxWYSE. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by XxxxxWYSE, in accordance with this paragraph, Xxxxx xxx WYSE may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by XxxxxWYSE. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 1 contract

Samples: Exchange and Conversion Agreement (Telemetrix Inc)

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