REGISTRATION PROCEDURES, ETC Clause Samples

REGISTRATION PROCEDURES, ETC. In connection with the registration rights granted to the Seller with respect to the IHS Stock as provided in this Section 3.1, Buyer covenants and agrees as follows: (i) At Buyer's expense, Buyer will keep the registration and qualification under this Section 3.1 effective (and in compliance with the Securities Act) by such action as may be necessary or appropriate until the Registration Date or for a period of one (1) year following the date on which the registration becomes effective, in each case except to the extent that an exemption from registration may be available. Buyer will immediately notify the Seller, at any time when a prospectus relating to a registration statement under this Section 3.1 is required to be delivered under the Securities Act, of the happening of any event known to Buyer as a result of which the prospectus included in such registration statement, as then in effect, includes an untrue statement of a material fact or omits to state any material fact required to be stated therein or necessary to make the statements therein not misleading in light of the circumstances then existing. (ii) Buyer shall furnish the Seller with such number of prospectuses as shall reasonably be requested. (iii) Buyer shall take all necessary action which may be required in qualifying or registering IHS Stock included in a registration statement for offering and sale under the securities or Blue Sky laws of such states as reasonably are requested by the Seller, provided that Buyer shall not be obligated to qualify as a foreign corporation or dealer to do business under the laws of any such jurisdiction. (iv) The information included or incorporated by reference in the registration statement filed pursuant to this Section 3.1 will not, at the time any such registration statement becomes effective, contain any untrue statement of a material fact, or omit to state any material fact required to be stated therein as necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading or necessary to correct any statement in any earlier filing of such registration statement or any amendments thereto. The registration statement will comply in all material respects with the provisions of the Securities Act and the rules and regulations thereunder. Buyer shall indemnify the Seller of IHS Stock to be sold pursuant to the registration statement, their successors and assigns, and each person, if any, who contro...