Common use of Conditions Precedent to Company’s Obligations Pursuant to this Agreement Clause in Contracts

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Purchase Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s expenses that are not required to be paid by the Company pursuant to this Agreement.

Appears in 4 contracts

Samples: Registration Rights Agreement (Patient Safety Technologies, Inc), Registration Rights Agreement (Patient Safety Technologies, Inc), Registration Rights Agreement (Kinderhook Partners, Lp)

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Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Securities Purchase Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Main Street Restaurant Group, Inc.), Registration Rights Agreement (KMG Chemicals Inc), Registration Rights Agreement (Cic MSRG Lp)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Purchase Subscription Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Ada-Es Inc), Registration Rights Agreement (Ada-Es Inc), Registration Rights Agreement (Ada-Es Inc)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s holder's written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holderholder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holderholder, furnished to the Company pursuant to the Securities Purchase Agreement or otherwiseand the Purchasers Questionnaire delivered pursuant thereto, are true and correct as if the same were represented and warranted on the date of any Registration Statement required registration statement by the Company pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement such registration statement until the Company has reflected such change in such Registration Statementthe registration statement. By executing and delivering this Agreement, each Designated Holder such holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s holder's expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 2 contracts

Samples: Bacl Registration Rights Agreement (Bioaccelerate Holdings Inc), Registration Rights Agreement (Electronic Game Card Inc)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s holder's written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holderholder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holderholder, furnished to the Company pursuant to the Securities Purchase Agreement or otherwiseand the Purchasers Questionnaire delivered pursuant thereto, are true and correct as if the same were represented and warranted on the date of any Registration Statement required registration statement by the Company pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement such registration statement until the Company has reflected such change in such Registration Statementthe registration statement. By executing and delivering this Agreement, each Designated Holder such holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s holder's expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Advance Nanotech, Inc.), Registration Rights Agreement (Advance Nanotech, Inc.)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s its written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreementhereunder. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Stock Purchase Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any the Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any the Registration Statement until the Company has reflected such change in such the Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s 's expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Granite City Food & Brewery LTD)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s 's written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Securities Purchase Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s 's expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Englobal Corp)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s 's written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Purchase Subscription Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s 's expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Ada-Es Inc)

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Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Securities Purchase Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC Commission or the date of filing with the SEC Commission of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s expenses that which are not required to be paid by the Company pursuant to this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Kitty Hawk Inc)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holder, furnished to the Company pursuant to the Purchase Agreement or otherwise, are true and correct as if the same were represented and warranted on the date any Registration Statement required pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder covenants to immediately notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement until the Company has reflected such change in such Registration Statement. By executing and delivering this Agreement, each Designated Holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s expenses that are not required to be paid by the Company pursuant to this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Northern Oil & Gas, Inc.)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holderholder’s written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holderholder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holderholder, furnished to the Company pursuant to the Purchase Subscription Agreement or otherwiseand the Purchasers Questionnaire delivered pursuant thereto, are true and correct as if the same were represented and warranted on the date of any Registration Statement required registration statement by the Company pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder holder covenants to immediately promptly notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement such registration statement until the Company has reflected such change in such Registration Statementthe registration statement. By executing and delivering this Agreement, each Designated Holder such holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holderholder’s expenses that which are not required to be paid by the Company pursuant to this Agreement. If the Registrable Securities of a Purchaser are excluded from the Required Registration Statement due to such Purchaser’s violation of this Section 1.7(s), such Purchaser shall not be entitled to the rights set forth in Sections 1.2 or 1.4.

Appears in 1 contract

Samples: Registration Rights Agreement (iCURIE, INC.)

Conditions Precedent to Company’s Obligations Pursuant to this Agreement. It shall be a condition precedent to the obligations of the Company to take any action pursuant to this Agreement that each of the Designated Holders holders whose Registrable Securities are to be registered pursuant to this Agreement shall furnish such Designated Holder’s holder's written agreement to be bound by the terms and conditions of this Agreement prior to performance by the Company of its obligations under this Agreement. By executing and delivering this Agreement, each Designated Holder holder represents and warrants that the information concerning, and representations and warranties by, such Designated Holderholder, including information concerning the securities of the Company held, beneficially or of record, by such Designated Holderholder, furnished to the Company pursuant to the Preferred Stock Purchase Agreement or otherwiseand the Purchasers Questionnaire delivered pursuant thereto, are true and correct as if the same were represented and warranted on the date of any Registration Statement required registration statement by the Company pursuant to this Agreement is filed with the SEC or the date of filing with the SEC of any amendment thereto, and each Designated Holder holder covenants to immediately promptly notify the Company in writing of any change in any such information, representation or warranty and to refrain from offering or disposing of any securities pursuant to any Registration Statement such registration statement until the Company has reflected such change in such Registration Statementthe registration statement. By executing and delivering this Agreement, each Designated Holder such holder further agrees to furnish any additional information or consents as the Company may reasonably request in connection with any action to be taken by the Company pursuant to this Agreement, and to pay such Designated Holder’s holder's expenses that which are not required to be paid by the Company pursuant to this Agreement. If the Registrable Securities of a Purchaser are excluded from the Required Registration Statement due to such Purchaser's violation of this Section 1.7(s), such Purchaser shall not be entitled to the rights set forth in Sections 1.2 or 1.4.

Appears in 1 contract

Samples: Registration Rights Agreement (iCURIE, INC.)

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