Common use of Conditions to Registration Clause in Contracts

Conditions to Registration. The right of the holders to have Registrable Securities included in any registration statement filed by the Company in accordance with the provisions of this Section 1 shall be subject to the following conditions: 1.4.1 the holders shall furnish the Company in a timely manner with all information required by the applicable rules and regulations of the Commission concerning the proposed method of sale or other disposition of the Registrable Securities, the identity of and compensation to be paid to any proposed underwriters to be employed in connection therewith, and such other information as may be reasonably required by the Company to prepare and file such registration statement in accordance with applicable provisions of the Securities Act; 1.4.2 if the holders desire to sell and distribute the Registrable Securities over a period of time, or from time to time, at then prevailing market prices, then the holders shall execute and deliver to the Company such written undertakings as the Company and its counsel may reasonably require in order to assure full compliance with relevant provisions of the Securities Act and the Exchange Act; 1.4.3 in the case of any underwritten offering on behalf of the holders of Registrable Securities pursuant to the provisions of Section 1.2 hereof, the managing underwriters shall be subject to the approval of the Company, such approval not to be unreasonably withheld or delayed; and 1.4.4 in the case of a filing involving Common Stock which has not yet been acquired by the conversion of Preferred Stock, the holder shall complete the conversion of its Preferred Stock into such Common Stock by the effective date of the registration statement.

Appears in 2 contracts

Sources: Registration Rights Agreement (Dpec Inc), Registration Rights Agreement (Mindleaders Com Inc)

Conditions to Registration. The Purchaser's right of the holders to have Registrable Securities the Shares and/or Issued Option Shares included in any registration statement filed by the Company in accordance with the provisions of this Section 1 12 shall be subject to the following conditions: 1.4.1 12.5.1 the holders Purchaser shall be required to furnish the Company Company, in writing, in a timely manner with all information required by the applicable rules and regulations of the Commission concerning the proposed method of sale or other disposition of the Registrable SecuritiesShares and/or Issued Option Shares, the identity of and compensation to be paid to any proposed underwriters to be employed in connection therewith, and such other information as may be reasonably required requested by the Company to prepare and file properly such registration statement in accordance with applicable provisions of the Securities Act; 1.4.2 12.5.2 if the holders desire Purchaser desires to sell and distribute the Registrable Securities Shares and/or Issued Option Shares over a period of time, or from time to time, at then prevailing market prices, then the holders Purchaser shall execute and deliver to the Company such written undertakings as the Company and its counsel may reasonably require in order to assure full compliance with relevant provisions of the Securities Act and the Exchange Act; 1.4.3 12.5.3 in the case of any underwritten offering on behalf of the holders of Registrable Securities Purchaser pursuant to the provisions of Section 1.2 hereof12.1, above, the managing underwriters thereof shall be subject to the approval of the Company, such approval not to be delayed or unreasonably withheld or delayedwithheld; and 1.4.4 12.5.4 in the case of a filing involving Common Stock which has not yet been acquired by the conversion of Preferred Stockany underwritten offering, the holder Purchaser shall complete the conversion of its Preferred Stock into such Common Stock by the effective date of the registration statementprovide representations and warranties which are normal and customary.

Appears in 1 contract

Sources: Stock Purchase Agreement (Convergys Corp)