Common use of Regulated Holders Clause in Contracts

Regulated Holders. If the receipt by such Regulated Holder of Warrant Shares (or any security included therein) upon any exercise or exchange pursuant to this Section 9 or the receipt of any dividend or distribution pursuant to Section 10 would cause such Regulated Holder to violate any provision of Applicable Law with respect to its ownership of securities of the Company, then at the option of such Holder (i) the Company shall cooperate with such Regulated Holder in any efforts by such Regulated Holder to dispose of some or all of such securities in a prompt and orderly manner, including providing (and authorizing such Regulated Holder to provide) financial and other information concerning the Company to any prospective purchaser of such securities sufficient in the written opinion of counsel to such Regulated Holder (which may be internal counsel) needed to prevent such exercise or exchange or the receipt of such dividend or distribution from causing the ownership of the equity or voting securities of such Regulated Holder to exceed the quantity of such equity as such Regulated Holder is permitted under Applicable Law to own, or (ii) the Company will use its best efforts (including using its best efforts to cause its Certificate to be amended) to create an Equivalent Nonvoting Security with respect to Warrant Shares (or any such security included therein) which would not cause the Regulated Holder to violate any provision of Applicable Law, and such Regulated Holder shall be entitled to receive upon such exercise or exchange, in lieu of such number (as it shall specify) of shares of Common Stock or other Warrant Shares (or any such security included therein) otherwise receivable by such Regulated Holder, the same number of shares or other units of such Equivalent Nonvoting Security.

Regulated Holders. If If, in the opinion of any Regulated Holder, the receipt by such Regulated Holder of Warrant Shares (or any security included therein) upon any exercise or exchange pursuant to this Section 9 or the receipt of any dividend or distribution pursuant to Section 10 would cause such Regulated Holder to violate any provision of Applicable Law with respect to its ownership of securities of the Company, then at the option of such Holder Holder, (i) the Company shall cooperate with such Regulated Holder in any efforts by such Regulated Holder to dispose of some or all of such securities in a prompt and orderly manner, including providing (and authorizing such Regulated Holder to provide) financial and other information concerning the Company to any prospective purchaser of such securities sufficient in the written opinion of counsel to such Regulated Holder (which may be internal counsel) needed to prevent such exercise or exchange or the receipt of such dividend or distribution from causing the ownership of the equity or voting securities of such Regulated Holder to exceed the quantity of such equity as such Regulated Holder is permitted under Applicable Law to own, own or (ii) the Company will use its best efforts (including using its best efforts to cause its Certificate to be amended) to create an Equivalent Nonvoting Security with respect to Warrant Shares (or any such security included therein) which would not cause the Regulated Holder to violate any provision of Applicable Law, and such Regulated Holder shall be entitled to receive upon such exercise or exchange, in lieu of such number (as it shall specify) of shares of Common Stock or other Warrant Shares (or any such security included therein) otherwise receivable by such Regulated Holder, the same number of shares or other units of such Equivalent Nonvoting Security.

Regulated Holders. If If, in the written opinion of counsel to any Regulated Holder (which may be internal counsel), the receipt by such Regulated Holder of Warrant Shares (or any security included therein) upon any exercise or exchange pursuant to this Section 9 or the receipt of any dividend or distribution pursuant to Section 10 would cause such Regulated Holder to violate any provision of Applicable Law with respect to its ownership of securities of the Company, then at the option of such Holder (i) the Company shall cooperate with such Regulated Holder in any efforts by such Regulated Holder to dispose of some or all of such securities in a prompt and orderly manner, including providing (and authorizing such Regulated Holder to provide) financial and other information concerning the Company to any prospective purchaser of such securities sufficient in the written opinion of counsel to such Regulated Holder (which may be internal counsel) needed to prevent such exercise or exchange or the receipt of such dividend or distribution from causing the ownership of the equity or voting securities of such Regulated Holder to exceed the quantity of such equity as such Regulated Holder is permitted under Applicable Law to own, or (ii) the Company will use its best efforts (including using its best efforts to cause its Certificate Organizational Documents to be amended) to create an Equivalent Nonvoting Security with respect to Warrant Shares (or any such security included therein) or any security received by such Regulated Holder in connection with such dividend or distribution which would not cause the Regulated Holder to violate any provision of Applicable Law, and such Regulated Holder shall be entitled to receive upon such exercise or exchangeexchange or dividend or distribution, in lieu of such number (as it shall specify) of shares of Common Stock or other units of Warrant Shares (or any such security included therein) or other securities otherwise receivable by such Regulated Holder, the same number of shares or other units of such Equivalent Nonvoting Security; provided, however, that if the creation of such Equivalent Nonvoting Security is determined by such Regulated Holder not to remedy such violation of Applicable Law, the Company will take such other actions that are reasonably requested by such Regulated Holder to remedy such violation, including, without limitation, using its best efforts to sell such Warrant Shares or other securities or property and remitting the proceeds of such sale to such Regulated Holder.

Regulated Holders. If any Regulated Holder shall advise the Company that the receipt by such Regulated Holder of Warrant Shares (or any security included therein) upon any exercise or exchange pursuant to this Section 9 or Contingent Shares, as the receipt of any dividend or distribution pursuant to Section 10 case may be, would cause such Regulated Holder to violate any provision of Applicable Law with respect to its ownership of securities of the Company, then at the option of such Regulated Holder (i) the Company shall cooperate with such Regulated Holder in any reasonable efforts by such Regulated Holder to dispose of some Warrant Shares or all of such securities Contingent Shares, as the case may be, to an extent and in a prompt and orderly manner, including manner sufficient in the written opinion of counsel to such Regulated Holder (which may be internal counsel) to prevent such violation; such efforts to include providing (and authorizing such Regulated Holder to provide) financial and other information concerning the Company to any prospective purchaser of such securities sufficient in the written opinion of counsel (subject to such Regulated Holder (which may be internal counsel) needed to prevent such exercise or exchange or the receipt of such dividend or distribution from causing the ownership of the equity or voting securities of such Regulated Holder to exceed the quantity of such equity as such Regulated Holder is permitted under Applicable Law to own, an appropriate confidentiality agreement); or (ii) the Company will shall use its best efforts (including using its best efforts to cause its Certificate to be amended) to create an Equivalent Nonvoting Security with respect to such number of Warrant Shares (or any Contingent Shares, as the case may be, as such security included therein) which would not cause the Regulated Holder to violate any provision of Applicable Lawmay specify, and such Regulated Holder shall be entitled to receive upon such exercise or exchange, in lieu of such number (as it shall specify) of shares of Common Stock or other Warrant Shares (or any such security included therein) Contingent Shares otherwise receivable by such Regulated Holder, the same number of shares or other units of such Equivalent Nonvoting Security."