Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investor, the Company will furnish to the Investor: (a) as soon as practicable after available one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits); (b) upon the reasonable request of the Investor, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and (c) upon the reasonable request of the Investor, an adequate number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the Investor, will meet with the Investor or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor conducting an investigation for the purpose of reducing or eliminating such Investor's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 2 contracts
Sources: Series B Preferred Stock Purchase Agreement (Bb Biotech Ag), Series B Preferred Stock Purchase Agreement (Alexion Pharmaceuticals Inc)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of the Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon the request of the Purchaser, its Quarterly Reports on Form 10-Q, (iv) upon the request of the Purchaser, its Current Reports on Form 8-K, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(v) of this Section 7.5 and all other information that is made available to stockholders8.5; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate a reasonable number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 2 contracts
Sources: Purchase Agreement (Compudyne Corp), Purchase Agreement (Amylin Pharmaceuticals Inc)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) other than any such reports or communications filed with the Commission pursuant to the Commission’s ▇▇▇▇▇ system, as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles GAAP by a national firm of certified independent registered public accountantsaccounting firm), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon request of Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);; and
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectuses; and the Prospectuses. The Company, upon the reasonable request of the InvestorPurchaser and with prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's ’s headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor's Purchaser’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 2 contracts
Sources: Purchase Agreement (Delta Financial Corp), Purchase Agreement (Delta Financial Corp)
Information Available. So long as the Registration Statement a registration statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investorany Registrable Securities of a Purchaser, the Company will furnish to the Investorsuch Purchaser:
(a) as As soon as practicable after available (but in the case of the Company’s Annual Report on Form 10-KSB, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders on Form 10-KSB or equivalent form (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report quarterly reports on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports on Form 10-QQSB or equivalent form, and (iviii) a full copy of the particular Registration Statement registration statement covering the Conversion Shares and Dividend Shares Registrable Securities of such Purchaser which are registered thereby (the foregoing, in each case, excluding exhibits);
(b) upon Upon the reasonable request of the Investorsuch Purchaser, all any exhibits excluded by the parenthetical to clause (iii) of subparagraph (a)(iva) of this Section 7.5 5.9 and all other information that is made available to stockholdersshareholders; and
(c) upon Upon the reasonable request of the Investorsuch Purchaser, an adequate number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the Investorsuch Purchaser, will meet with the Investor such Purchaser or a representative thereof at the Company's ’s headquarters to discuss all information relevant for disclosure in the Registration Statement registration statement covering the Conversion Shares and Dividend Shares such Registrable Securities and will otherwise cooperate with any Investor such Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor's Purchaser’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 1 contract
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investor, the Company will furnish or make available to the Investor:
(a) as soon as practicable after available one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of the Investor, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon the request of the Investor, its Quarterly Reports on Form 10-Q, (iv) upon the request of the Investor, its Current Reports on Form 8-K, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the Investor, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(v) of this Section 7.5 and all other information that is made available to stockholders7.5; and
(c) upon the reasonable request of the Investor, an adequate a reasonable number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the Investor, will meet with the Investor or a representative thereof at the Company's ’s headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor conducting an investigation for the purpose of reducing or eliminating such Investor's ’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Sources: Stock Purchase Agreement (American Access Technologies Inc)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investor, the Company will furnish to the Investor:
(aA) as soon as practicable after it is available (but in the case of the Company's Annual Report to Shareholders, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), ; (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-KK (the foregoing, in each case, excluding exhibits); (iii) if not included in substance in its Quarterly Reports to StockholdersShareholders, its Quarterly Reports quarterly reports on Form 10-Q, ; and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(bB) upon the reasonable request of the Investor, all exhibits excluded by the parenthetical to subparagraph subparagraphs (a)(iva)(ii), (iii) and (iv) of this Section 7.5 7.6 as filed with the SEC and all other information that is made available to stockholdersshareholders; and
(cC) upon the reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the Investor, will meet with the Investor or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor conducting an investigation for the purpose of reducing or eliminating such Investor's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, that the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 1 contract
Information Available. So long as the Registration Statement is --------------------- effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available (but in the case of the Company's Annual Report to Stockholders, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-K, (iii) its Quarterly Reports to Stockholders, if any, (iv) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports quarterly reports on Form 10-Q, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses prospectuses, and any supplements thereto, to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Sources: Purchase Agreement (Curis Inc)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of the Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon the request of the Purchaser, its Quarterly Reports on Form 10-Q, (iv) upon the request of the Purchaser, its Current Reports on Form 8-K, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(v) of this Section 7.5 and all other information that is made available to stockholders8.5; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate a reasonable number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise reasonably cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares Registrable Securities owned by the Investora Purchaser, the Company will furnish to such Purchaser (unless such document has been filed and is available on the Investor:Commission's EDGAR database):
(a) as soon as practicable after available a▇▇▇▇▇ble, one copy of (i) its Annual Report to Stockholders Shareholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to StockholdersShareholders, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to StockholdersShareholders, its Quarterly Reports quarterly reports on Form 10-Q, (iv) its Current Reports on Form 8-K, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(v) of this Section 7.5 and all other information that is made available to stockholders6.8; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the Investorsuch Purchaser, will meet with the Investor such Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required . Each Purchaser agrees to disclose any confidential keep all such information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretoconfidential.
Appears in 1 contract
Sources: Stock Purchase Agreement (Westport Resources Corp /Nv/)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Total Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as As soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of of: (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), ; (ii) if not included in substance in the Annual Report to Stockholders, upon the request of Purchaser, its Annual Report on Form 10-K, K or 10-KSB; (iii) if not included in substance in its Quarterly Reports to Stockholdersupon request of Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, Q or 10-QSB; and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);.
(b) upon Upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectuses; and the Prospectuses. The Company, upon the reasonable request of the InvestorPurchaser and with prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's ’s headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor's Purchaser’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Information Available. So long as the a Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available it is available, one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-KK and amendments, if any, and (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports on Form 10-QQ and amendments, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares if any (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva) of this Section 7.5 7.6 as filed with the SEC and publicly available and all other information that is made available to stockholdersshareholders; and
(c) promptly upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses Prospectuses to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters headquarters, or such other mutually agreed upon location, to discuss all information relevant for disclosure in the a Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 1 contract
Sources: Stock Purchase Agreement (Genome Therapeutics Corp)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon request of Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the InvestorPurchaser and with prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Information Available. So long as the a Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available it is available, one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-KK and amendments, if any, and (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports on Form 10-QQ and amendments, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares if any (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva) of this Section 7.5 7.6 as filed with the SEC and publicly available and all other information that is made available to stockholdersshareholders; and
(c) promptly upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses Prospectuses to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters ’s headquarters, or such other mutually agreed upon location, to discuss all information relevant for disclosure in the a Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor's Purchaser’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 1 contract
Sources: Stock Purchase Agreement (Genome Therapeutics Corp)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares Registrable Securities owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available (but in the case of the Company's Annual Report to Stockholders, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-KKSB, (iii) if not included in substance in its Quarterly Reports to StockholdersShareholders, its Quarterly Reports quarterly reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Sources: Purchase Agreement (Kupper Parker Communications Inc)
Information Available. So long as the Registration Statement is --------------------- effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon request of Purchaser, its Quarterly Reports quarterly reports on Form 10-10- Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(bd) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses prospectuses, and any supplements thereto, to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the InvestorPurchaser and with prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available (but in the case of the Company's Annual Report to Stockholders, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified independent public accountants), (ii) if not included in substance in upon the Annual Report to Stockholdersrequest of the Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon the request of the Purchaser, its Quarterly Reports on Form 10-Q, (iv) upon the request of the Purchaser, its Current Reports on Form 8-K, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(v) of this Section 7.5 and all other information that is made available to stockholders8.5; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate a reasonable number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the InvestorPurchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor-20- 21 Purchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Sources: Purchase Agreement (Digene Corp)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investora Purchaser, the Company will furnish (or, to the Investorextent such information is available electronically through the Company’s filings with the SEC, the Company will make available via the SEC’s ▇▇▇▇▇ system or any successor thereto) to each Purchaser:
(a) as soon as practicable after available it is available, one copy of (i) its Annual Report to Stockholders Shareholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), ) and (ii) if not included in substance in the Annual Report to StockholdersShareholders, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares K (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(ii) of this Section 7.5 as filed with the SEC and all other information that is made available to stockholdersshareholders; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses Prospectuses to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the Investora Purchaser, will meet with the Investor each Purchaser or a representative thereof at the Company's ’s headquarters during the Company’s normal business hours to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise reasonably cooperate with any Investor the Purchasers conducting an investigation for the purpose of reducing or eliminating such Investor's the Purchasers’ exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, that the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor a Purchaser until and unless the Investor that Purchaser shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 1 contract
Sources: Common Stock Purchase Agreement (Repro Med Systems Inc)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares Registrable Securities owned by the Investor, the Purchaser:
(a) The Company will furnish to the Investor:
Purchaser: (ai) as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (iA) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (iiB) if not included in substance in the Annual Report to Stockholders, upon the written request of the Purchaser, its Annual Report on Form 10-K, (iiiC) if not included in substance in its Quarterly Reports to Stockholdersupon the written request of the Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, and (ivD) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities (the foregoing, in each case, excluding exhibits);
; and (bii) upon the reasonable written request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectusesProspectuses; and and
(b) the Company, upon the reasonable written request of the InvestorPurchaser and with reasonable prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's ’s headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor's Purchaser’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall in a manner not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company interfere with the Company with respect theretonormal business operations of the Company, subject to appropriate confidentiality limitations.
Appears in 1 contract
Sources: Securities Purchase Agreement (Prospect Venture Partners III L P)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investora Purchaser, the Company will furnish (or, to the Investorextent such information is available electronically through the Company’s filings with the SEC, the Company will make available via the SEC’s ▇▇▇▇▇ system) to each Purchaser:
(a) as soon as practicable after available it is available, one copy of (i) its Annual Report to Stockholders Shareholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), ) and (ii) if not included in substance in the Annual Report to StockholdersShareholders, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares K (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(ii) of this Section 7.5 6.5 as filed with the SEC and all other information that is made available to stockholdersshareholders; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses Prospectuses to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the Investora Purchaser, will meet with the Investor each Purchaser or a representative thereof at the Company's ’s headquarters during the Company’s normal business hours to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise reasonably cooperate with any Investor the Purchasers conducting an investigation for the purpose of reducing or eliminating such Investor's the Purchasers’ exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, that the Company shall not be required to disclose any confidential information to or meet at its headquarters with any Investor a Purchaser until and unless the Investor that Purchaser shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect thereto.
Appears in 1 contract
Sources: Common Stock and Warrant Purchase Agreement (Pw Eagle Inc)
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the InvestorPurchaser is effective, the Company will furnish to the Investor:Purchaser
(a) as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon request of Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectusesProspectuses; and the Company, upon the reasonable request of the InvestorPurchaser and with prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Information Available. So long as the Registration -------------------------- Statement is effective covering the resale of Conversion Shares and Dividend Shares owned by the Investoreach Purchaser, the Company will furnish to the Investoreach Purchaser:
(a) as soon as practicable after available (but in the case of the Company's Annual Report to Shareholders, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders Shareholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholders, its Quarterly Reports quarterly report on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding including exhibits), (v) proxy statements and (vi) any other reports sent to stockholders of the Company or filed with the Securities and Exchange Commission;
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made generally available to stockholdersthe public; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses to supply to NASDAQ or any other party requiring such prospectuses; and the Company, upon the reasonable request of the Investoreach Purchaser, will meet with the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that. Prior to disclosing any information to a Purchaser which the Company deems to be confidential, the Company shall not be required may require the Purchaser to disclose any confidential sign an agreement to protect the confidentiality of such information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into in a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretoCompany.
Appears in 1 contract
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares Registrable Securities owned by the Investora Purchaser, the Company will furnish to such Purchaser (unless such document has been filed and is available on the Investor:Commission's ▇▇▇▇▇ database):
(a) as soon as practicable after available (but in the case of the Company's Annual Report to Shareholders, within 120 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders Shareholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to StockholdersShareholders, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to StockholdersShareholders, its Quarterly Reports quarterly reports on Form 10-Q, (iv) its Current Reports on Form 8-K, and (ivv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iva)(v) of this Section 7.5 and all other information that is made available to stockholdersSECTION 6.7; and
(c) upon the reasonable request of the InvestorPurchaser, an adequate number of copies of the prospectuses to supply to any other party requiring such prospectuses; and the Company, upon the reasonable request of the Investorsuch Purchaser, will meet with the Investor such Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall not be required . Each Purchaser agrees to disclose any confidential keep all such information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretoconfidential.
Appears in 1 contract
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend the Shares owned by the InvestorPurchaser, the Company will furnish to the InvestorPurchaser:
(a) as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (i) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (ii) if not included in substance in the Annual Report to Stockholders, upon the request of Purchaser, its Annual Report on Form 10-K, (iii) if not included in substance in its Quarterly Reports to Stockholdersupon request of Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, and (iv) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares (the foregoing, in each case, excluding exhibits);
(b) upon the reasonable request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectusesProspectuses; and and
(c) the Company, upon the reasonable request of the InvestorPurchaser and with prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's ’s headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares and will otherwise cooperate with any Investor the Purchaser conducting an investigation for the purpose of reducing or eliminating such Investor's the Purchaser’s exposure to liability under the Securities Act, including the reasonable production of information at the Company's ’s headquarters; provided, that, the Company shall not be required subject to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a appropriate confidentiality agreement in the form and substance reasonably satisfactory to the Company with the Company with respect theretolimitations.
Appears in 1 contract
Information Available. So long as the Registration Statement is effective covering the resale of Conversion Shares and Dividend Shares Registrable Securities owned by the Investor, the Purchaser:
(a) The Company will furnish to the Investor:
Purchaser: (ai) as soon as practicable after available (but in the case of the Annual Report to the Stockholders, within 150 days after the end of each fiscal year of the Company), one copy of (iA) its Annual Report to Stockholders (which Annual Report shall contain financial statements audited in accordance with generally accepted accounting principles by a national firm of certified public accountants), (iiB) if not included in substance in the Annual Report to Stockholders, upon the written request of the Purchaser, its Annual Report on Form 10-K, (iiiC) if not included in substance in its Quarterly Reports to Stockholdersupon the written request of the Purchaser, its Quarterly Reports quarterly reports on Form 10-Q, and (ivD) a full copy of the particular Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities (the foregoing, in each case, excluding exhibits);
; and (bii) upon the reasonable written request of the InvestorPurchaser, all exhibits excluded by the parenthetical to subparagraph (a)(iv) of this Section 7.5 and all other information that is made available to stockholders; and
(c) upon the a reasonable request of the Investor, an adequate number of copies of the prospectuses Prospectuses, and any supplements thereto, to supply to any other party requiring such prospectusesProspectuses; and and
(b) the Company, upon the reasonable written request of the InvestorPurchaser and with reasonable prior notice, will meet with be available to the Investor Purchaser or a representative thereof at the Company's headquarters to discuss all information relevant for disclosure in the Registration Statement covering the Conversion Shares and Dividend Shares Registrable Securities and will otherwise cooperate with any Investor Purchaser conducting an investigation for the purpose of reducing or eliminating such InvestorPurchaser's exposure to liability under the Securities Act, including the reasonable production of information at the Company's headquarters; provided, that, the Company shall in a manner not be required to disclose any confidential information to or meet at its headquarters with any Investor until and unless the Investor shall have entered into a confidentiality agreement in the form and substance reasonably satisfactory to the Company interfere with the Company with respect theretonormal business operations of the Company, subject to appropriate confidentiality limitations.
Appears in 1 contract
Sources: Securities Purchase Agreement (Critical Therapeutics Inc)