Regulatory Problem. The Holder shall not exercise or exchange the Warrant for shares of Common Stock if after giving effect to such exercise or exchange the Holder reasonably determines that such exercise would violate any law or regulation or any requirement of any governmental authority applicable to Holder or his affiliates.
Regulatory Problem. Notwithstanding any other provision of this Agreement to the contrary, in the event that, at any time, the continued holding by any Regulated Stockholder or any of its Affiliates of some or all of the Equity Securities or any other securities of the Company held by it, at such time, will result in a Regulatory Problem, such Regulated Stockholder or such Affiliate shall promptly notify the Company and explain in reasonable detail the facts which have given rise to the Regulatory Problem and such Regulated Stockholder or such Affiliate shall use all reasonable best efforts to cure such Regulatory Problem (including, but not limited to, transferring such Equity Securities or other securities to an Affiliate of such Regulated Stockholder, holding non-voting securities, or relinquishing the right to enforce certain or all protective covenants, if any, in favor of such Regulated Shareholder or such Affiliate) and thereafter may, subject to compliance with Article II, promptly sell, exchange or otherwise dispose of such securities. In connection with the foregoing sentence, if requested by such Regulated Stockholder or such Affiliate, the Company shall cooperate with such Regulated Stockholder or such Affiliate (a) in disposing of such securities to a third party or (b) exchanging all or any portion of such securities on a share-for-share basis for shares of a non-voting security of the Company (such non-voting security to be identical in all respects to such voting securities or other securities, except that they shall be non-voting and shall be convertible or exercisable into voting securities on such conditions as are requested by such Regulated Stockholder in light of the regulatory considerations prevailing). Without limiting the foregoing, at the request of such Regulated Stockholder or such Affiliate, the Company shall provide (and authorize such Regulated Stockholder or such Affiliate to provide) financial and other information concerning the Company to any prospective purchaser of such securities owned by such Regulated Stockholder or such Affiliate, and shall amend this Agreement, the Certificate of Incorporation of the Company, the by-laws of the Company, and any related agreements and instruments and take any additional actions in order to effectuate and reflect the foregoing. The Company shall not be required to provide any such information unless the recipient thereof signs a confidentiality agreement reasonably satisfactory to the Company.
Regulatory Problem. In the event an Investor Stockholder determines that it has a Regulatory Problem, such Investor Stockholder shall have the right to transfer its entire interest in the Company without regard to any restriction on transfer set forth in this Agreement (other than federal and state securities laws restrictions), and the Company agrees to take all such actions as are reasonably requested by such Investor Stockholder in order to (i) effectuate and facilitate any transfer by such Investor Stockholder of its interests to any person designated by such Investor Stockholder (subject to compliance with applicable federal and state securities laws) or (ii) permit such Investor Stockholder (or any Affiliate thereof) to exchange all or any portion of the Series A-1 Stock, Series A-2 Stock, or Common Stock then held by, or issuable to, it on a "share-for-share" basis for interests of a class of non-voting preferred stock or common stock of the Company, which non-voting preferred stock or common stock shall be identical in all respects to such Series A-1 Stock, Series A-2 Stock, or Common Stock, as the case may be, except such stock shall be non-voting preferred stock or common stock and shall be convertible into voting common stock on such terms as are requested by such Investor Stockholder in light of regulatory considerations then prevailing. The Company and each Stockholder agree to enter into such additional agreements, adopt such amendments hereto and to the certificate of incorporation of the Company and to take such additional actions as are reasonably requested by such Investor Stockholder in order to effectuate the intent of the foregoing.
Regulatory Problem. 46 ARTICLE VI MISCELLANEOUS
Regulatory Problem. In the event that an SBIC Investor determines that it has a Regulatory Problem (as defined below), it shall have the right to transfer its shares of Series B Stock (or the Common Stock into which such shares are convertible) without regard to any restrictions on transfer set forth in this Agreement or the Series B Purchase Agreement (provided that the transferee agrees to become a party to each such agreement), and the Company shall take all such actions as are reasonably requested by such SBIC Investor in order to (i) effectuate and facilitate any transfer by it of any securities of the Company then held by it to any person designated by such SBIC Investor; (ii) permit such SBIC Investor (or any of its affiliates) to exchange all or any portion of any voting security then held by it on a share-for-share basis for shares of a nonvoting security of the Company, which nonvoting security shall be identical in all respects to the voting security exchanged for it, except that it shall be nonvoting and shall be convertible into a voting security on such terms as are requested by it in light of regulatory considerations then prevailing; and (iii) amend this Agreement, the Company's Certificate of Incorporation and Bylaws and to effectuate and reflect the foregoing. The parties to this Agreement agree to vote all of the Company's securities held by them in favor of such amendments and actions. For purposes of this Agreement, a "REGULATORY PROBLEM" means any set of facts or circumstances wherein it has been asserted by any governmental regulatory agency that such SBIC Investor is not entitled to hold, or exercise any significant right with respect to, the Registrable Securities.
Regulatory Problem. No Holder shall exercise or convert any Warrant ------------------ for Warrant Shares if, after giving effect to such exercise or conversion, such exercise or conversion would cause such Holder and its Affiliates to hold 5% or more of any class of voting securities of the Company and such holdings, in the reasonable opinion of a Holder, would give rise to a regulatory problem for the Holder. In such event: (A) the limitations of this Section 4.3(h) shall apply to the aggregate voting interests in the Company held by such Holders and their Affiliates and each shall be entitled to vote its pro rata portion of 4.9% of the class of securities entitled to vote; (B) the Company shall use its best efforts to establish a class of non-voting securities as described in Section 4.2(b)(ii) and (C) the Expiration Date of the Warrants held by the Initial Holders shall be the later of their original Expiration Date or 30 days after the Company satisfies its obligations pursuant to clause (B) and notifies the Initial Holders of its having done so.
Regulatory Problem. In the event Holder determines that it has a Regulatory Problem (as defined below), Holder shall have the right to transfer its entire interest in the Company without regard to any restriction on transfer set forth in this Note (other than securities laws restrictions) and the Company agrees to take all such actions as are reasonably requested by Holder in order to (i) effectuate and facilitate any transfer xx Xxxder of its
Regulatory Problem. In the event that CVC or any of its Affiliates determines that it has a Regulatory Problem (as defined below), the Company agrees to take all such actions as are reasonably requested by CVC in order (i) to effectuate and facilitate any Transfer by CVC of any securities of the Company then held by CVC to any Person designated by CVC, (ii) to permit CVC (or any of its Affiliates) to exchange all or a portion of any voting security then held by it on a unit- for-unit basis for units of a nonvoting security of the Company, which nonvoting security shall be identical in all respects to the voting security exchanged for it, except that it shall be nonvoting and shall be convertible into a voting security on such terms as are requested by CVC in light of regulatory considerations then prevailing, and (iii) to continue and preserve the respective allocation of the voting interests with respect to the Company provided for in the Securityholders Agreement and with respect to CVC's ownership of the Units. Such actions may include, but shall not necessarily be limited to entering into such additional agreements, adopting such amendments to this
Regulatory Problem. In the event that Purchaser (or any subsequent holder of Underlying Common Stock) determines that it has a Regulatory Problem, the Company shall take all such actions as are reasonably requested by Purchaser in order to (a) effectuate and facilitate any transfer by Purchaser of any securities of the Company then held by Purchaser or its Affiliate to any Person designated by Purchaser, (b) permit Purchaser (or any Affiliate) to exchange all or any portion of the Series D Preferred, the Warrant or Common Stock (collectively, the "Voting Securities" in this paragraph 3K) then held by such Purchaser (or Affiliate) on a share-for-share basis for shares of a class of non-voting preferred stock convertible into non-voting common stock, non-voting warrants to purchase non-voting common stock, or non-voting common stock, respectively. Such non-voting securities of the Company shall be identical in all respects to such Voting Securities, except that they shall be non-voting and shall be convertible or exercisable into an identical number of shares of common stock on such conditions for conversion or exercise as are requested by such Purchaser in light of regulatory considerations then prevailing, and (c) continue and preserve the respective allocation of the voting interests with respect to the Company provided for in the Stockholders Agreement and with respect to such Purchaser's or Affiliate's ownership of the Company's Common Stock. In the event that such Regulatory Problem ceases to exist, the holders of non-voting securities may exchange all or any portion of the non-voting securities for Voting Securities. In order to effectuate such conversions, the Company and Purchaser shall take such actions as are reasonable in view of the nature of the Regulatory Problem, including but not limited to entering into such additional agreements, adopting such amendments to the Articles of Incorporation, the Certificate of Determination and Bylaws and taking such additional actions in order to effectuate the intent of the foregoing.
Regulatory Problem. (a) Notwithstanding any other provision of this Agreement to the contrary, in the event a Bank Stockholder or any of its Affiliates shall reasonably determine that if such Bank Stockholder or such Affiliate, shall continue to hold some or all of the shares of Common Stock or any other securities of the Company held by it, there is a material risk that such ownership will result in a Regulatory Problem or the cost of complying with regulatory requirements applicable to such Bank Stockholder or such Affiliate would materially increase, then such Bank Stockholder may (i) subject to Section 3.9(b), sell or otherwise dispose of such securities (the "Offered Securities") in a prompt and orderly manner or (ii) request that the Company, and upon receipt of any such request the Company agrees to exchange all or any portion of the Offered Securities on a share-for-share basis for shares of a non-voting Security of the Company (such non-voting security to be identical in all respects to the Offered Securities, except that they shall be non-voting and shall be convertible or exercisable into voting securities with terms identical to the Offered Securities on such conditions as are reasonably requested by such Bank Stockholder in light of the regulatory considerations then prevailing).
