Common use of The Holders' Obligations Clause in Contracts

The Holders' Obligations. 3.1 The obligations of the Company under Section 2 with respect to each Holder are subject to the satisfaction of each of the following conditions: 3.1.1 Not later than 10 days after the later of (i) the date hereof, or (ii) the date on which the Company delivers the Proposed Plan of Distribution to the Shareholder 24 (or such later date as the Company, in its sole and absolute discretion, shall determine), such Holder shall furnish all of its Holder Information to the Company, if such Holder Information discloses that such Holder holds not less than 100,000 Subject Shares (or such lesser number as the Company, in its sole and absolute discretion, shall determine for such Holder). 3.1.2 Prior to the effectiveness of the Registration Statement, such Holder shall furnish to the Company by a notice such amendments and supplements to its Holder Information provided pursuant to Section 3.1.1 hereof as may be necessary in order to assure that the Holder Information included in the Registration Statement for each Selling Holder does not include a misstatement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading. 3.1.3 Such Holder shall cooperate with the Company in the preparation of the Registration Statement in the manner and to the extent reasonably requested by the Company, including accurately and fully completing, executing and delivering to the Company such documents as the Company may reasonably request in order to permit the Company to obtain the Holder Information or to otherwise comply with all applicable laws or to obtain acceleration of the effectiveness of the Registration Statement. 3.1.4 Such Holder shall not have breached any of its obligations to the Company set forth in this Section 3.1 or in Sections 3 or 4 of the Stock Agreement; provided, however, that if such breach is one that is capable of being cured and is actually cured by such Holder in all material respects, the obligations of the Company to such Holder that arises, or which the Company is obligated to perform in whole or in part, after such cure shall be reinstated on the terms and subject to the conditions set forth herein. A Transferee of Subject Shares who is otherwise entitled to have such shares included in the Registration Statement shall be deemed not have breached its obligation to provide its Holder Information to the Company if it provides such information promptly after its acquisition of such shares and prior to the Company's request for acceleration of the Registration Statement 3.1.5 Such Holder shall not have made any material misrepresentation pursuant to Section 6 of the Stock Agreement. 3.2 No action taken or omitted to be taken by or on behalf of any Holder shall adversely affect the rights of any other Holder hereunder. 3.3 After the effectiveness of the Registration Statement, each Selling Holder (and each transferee thereof) shall furnish to the Company by a notice such amendments and supplements to its Holder Information provided pursuant to Section 3.1 hereof as may be necessary in order to assure that the Holder Information included in the Registration Statement for such Holder does not include a misstatement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

The Holders' Obligations. 3.1 The obligations of the Company under Section 2 with respect to each Holder are subject to the satisfaction of each of the following conditions: 3.1.1 Not later than 10 days after the later of (i) the date hereof, or (ii) the date on which the Company delivers the Proposed Plan of Distribution to the Shareholder 24 (or such later 4 5 date as the Company, in its sole and absolute discretion, shall determine), such Holder shall furnish all of its Holder Information to the Company, if such Holder Information discloses that such Holder holds not less than 100,000 Subject Shares (or such lesser number as the Company, in its sole and absolute discretion, shall determine for such Holder). 3.1.2 Prior to the effectiveness of the Registration Statement, such Holder shall furnish to the Company by a notice such amendments and supplements to its Holder Information provided pursuant to Section 3.1.1 hereof as may be necessary in order to assure that the Holder Information included in the Registration Statement for each Selling Holder does not include a misstatement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading. 3.1.3 Such Holder shall cooperate with the Company in the preparation of the Registration Statement in the manner and to the extent reasonably requested by the Company, including accurately and fully completing, executing and delivering to the Company such documents as the Company may reasonably request in order to permit the Company to obtain the Holder Information or to otherwise comply with all applicable laws or to obtain acceleration of the effectiveness of the Registration Statement. 3.1.4 Such Holder shall not have breached any of its obligations to the Company set forth in this Section 3.1 or in Sections 3 or 4 of the Stock Agreement; provided, however, that if such breach is one that is capable of being cured and is actually cured by such Holder in all material respects, the obligations of the Company to such Holder that arises, or which the Company is obligated to perform in whole or in part, after such cure shall be reinstated on the terms and subject to the conditions set forth herein. A Transferee of Subject Shares who is otherwise entitled to have such shares included in the Registration Statement shall be deemed not have breached its obligation to provide its Holder Information to the Company if it provides such information promptly after its acquisition of such shares and prior to the Company's request for acceleration of the Registration Statement 3.1.5 Such Holder shall not have made any material misrepresentation pursuant to Section 6 of the Stock Agreement. 3.2 No action taken or omitted to be taken by or on behalf of any Holder shall adversely affect the rights of any other Holder hereunder. 3.3 After the effectiveness of the Registration Statement, each Selling Holder (and each transferee thereof) shall furnish to the Company by a notice such amendments and supplements to its Holder Information provided pursuant to Section 3.1 hereof as may be necessary in order to assure that the Holder Information included in the Registration Statement for such Holder does not include a misstatement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

The Holders' Obligations. 3.1 The obligations of the Company under Section 2 with respect to each Holder are subject to the satisfaction of each of the following conditions: 3.1.1 Not later than 10 days after the later of (i) the date hereof, or (ii) the date on which the Company delivers the Proposed Plan of Distribution to the Shareholder 24 (or such later date as the Company, in its sole and absolute discretion, shall determine), such Holder shall furnish all of its Holder Information to the Company, if such Holder Information discloses that such Holder holds not less than 100,000 Subject Shares (or such lesser number as the Company, in its sole and absolute discretion, shall determine for such Holder). 3.1.2 Prior to the effectiveness of the Registration Statement, such Holder shall furnish to the Company by a notice such amendments and supplements to its Holder Information provided pursuant to Section 3.1.1 hereof as may be necessary in order to assure that the Holder Information included in the Registration Statement for each Selling Holder does not include a misstatement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading. 3.1.3 Such Holder shall cooperate with the Company in the preparation of the Registration Statement in the manner and to the extent reasonably requested by the Company, including accurately and fully completing, executing and delivering to the Company such documents as the Company may reasonably request in order to permit the Company to obtain the Holder Information or to otherwise comply with all applicable laws or to obtain acceleration of the effectiveness of the Registration Statement. 3.1.4 Such Holder shall not have breached any of its obligations to the Company set forth in this Section 3.1 or in Sections 3 or 4 of the Stock Agreement; provided, however, that if such breach is one that is capable of being cured and is actually cured by such Holder in all material respects, the obligations of the Company to such Holder that arises, or which the Company is obligated to perform in whole or in part, after such cure shall be reinstated on the terms and subject to the conditions set forth herein. A Transferee of Subject Shares who is otherwise entitled to have such shares included in the Registration Statement shall be deemed not have breached its obligation to provide its Holder Information to the Company if it provides such information promptly after its acquisition of such shares and prior to the Company's request for acceleration of the Registration Statement 3.1.5 Such Holder shall not have made any material misrepresentation pursuant to Section 6 of the Stock Agreement. 3.2 No action taken or omitted to be taken by or on behalf of any Holder shall adversely affect the rights of any other Holder hereunder. 3.3 After the effectiveness of the Registration Statement, each Selling Holder (and each transferee thereof) shall furnish to the Company by a notice such amendments and supplements to its Holder Information provided pursuant to Section 3.1 hereof as may be necessary in order to assure that the Holder Information included in the Registration Statement for such Holder does not include a misstatement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading.