Common use of Spectrum Obligations Clause in Contracts

Spectrum Obligations. In connection with any offering under any Registration Statement under this Agreement, Spectrum (i) shall promptly furnish to the Company in writing notice of the intended method of disposition of its Registrable Securities, the amount of Registrable Securities proposed to be sold and such other information with respect to Spectrum as the Company may reasonably request or as may be required to be disclosed in any Registration Statement under applicable Law, pursuant to SEC comments or as the Company may request from time to time in writing and all information required to be disclosed in order to make the information previously furnished to the Company by Spectrum not contain a material misstatement of fact or necessary to cause such Registration Statement or Prospectus (or amendment or supplement thereto) not to omit a material fact with respect to Spectrum necessary in order to make the statements therein not misleading; (ii) shall comply with the Securities Act and the Exchange Act and all applicable state securities laws and comply with all applicable regulations in connection with the registration and the disposition of the Registrable Securities; (iii) shall not use any Free Writing Prospectus without the prior written consent of the Company, and (iv) shall execute and deliver a customary underwriting agreement, customary closing certificates and other customary documents and procure and have delivered a customary opinion of counsel, in each case as may be requested by the Company or the underwriters in connection with such offering. Spectrum agrees to notify the Company as promptly as practicable of (i) any inaccuracy or change in information previously furnished by it to the Company or of the occurrence of any event in either case as a result of which any Prospectus relating to such registration contains or would contain an untrue statement of a material fact regarding Spectrum or Spectrum’s intended method of disposition of such Registrable Securities or omits to state any material fact regarding Spectrum or Spectrum’s intended method of disposition of such Registrable Securities required to be stated therein or necessary to make the statements therein not misleading and (ii) any additional information required to correct and update any previously furnished information or required so that such Prospectus shall not contain, with respect to Spectrum or the disposition of such Registrable Securities, an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. Spectrum agrees that, prior to each disposition of securities pursuant to a Registration Statement filed hereunder, it shall give the Company two (2) Business Days’ notice of its intention to make such disposition and that upon receipt of any notice contemplated in Section 4.2 hereof, Spectrum will forthwith discontinue the disposition of its Registrable Securities pursuant to the applicable Registration Statement.