Common use of Documents Delivered to Holders Clause in Contracts

Documents Delivered to Holders. The Company shall furnish Holders that are participating in any of the offerings covered by this Section 5, a signed counterpart, addressed to the participating Holders, of (i) any opinion of counsel to the Company delivered to any underwriter engaged in connection with such offering and (ii) any comfort letter from the Company’s independent public accountants delivered to any such underwriter. If no legal opinion is delivered to an underwriter in connection with an offering, the Company shall, in connection with such offering, furnish to Holders that are participating in any of such offerings, at any time that Holders shall elect to use a prospectus, a customary opinion of counsel to the Company to the effect that the registration statement containing such prospectus has been declared effective and that no stop order is in effect. The Company shall also deliver promptly to Holders, if Holders are participating in such offering, upon request, the correspondence described below and copies of all correspondence between the Commission and the Company, its counsel or auditors and all correspondence relating to discussions with the Commission or its staff with respect to the registration statement and permit Holders to do such investigation, upon reasonable advance notice, with respect to information contained in or omitted from the registration statement as it deems reasonably necessary to comply with applicable federal and state securities laws or rules of the NASD. Such investigation shall include access to books, records and properties and opportunities to discuss the business of the Company with its officers and independent auditors, all to such reasonable extent and at such reasonable times as Holders shall reasonably request. The Company shall not be required to disclose any confidential information (including information that is the subject of a notice of a Blackout Period) or other records to Holders, or to any other person, until and unless such persons shall have entered into reasonable confidentiality agreements (in form and substance reasonably satisfactory to the Company) with the Company with respect thereto.

Documents Delivered to Holders. The Company shall furnish Holders that are participating in any obtain for delivery to the underwriter or underwriters, if any, an opinion or opinions from counsel for the Company dated the effective date of the offerings covered by this Section 5registration statement or, a signed counterpartin the event of an underwritten offering, addressed the date of the closing under the underwriting agreement, in customary form, scope and substance, which opinions shall be reasonably satisfactory to such underwriters and their respective counsel, and, in the case of an underwritten offering, obtain for delivery to the Company and the managing underwriter or underwriters, with copies to the participating Holders, of (i) any opinion of counsel to the Company delivered to any underwriter engaged in connection with such offering and (ii) any a cold comfort letter from the Company’s independent certified public accountants delivered to any in customary form and covering such underwriter. If no legal opinion is delivered to an matters of the type customarily covered by cold comfort letters as the managing underwriter in connection with an offeringor underwriters reasonably request, dated the Company shall, in connection with such offering, furnish to Holders that are participating in any date of such offerings, at any time that Holders shall elect to use a prospectus, a customary opinion execution of counsel the underwriting agreement and brought down to the Company to closing under the effect that the registration statement containing such prospectus has been declared effective and that no stop order is in effectunderwriting agreement. The Company shall also deliver promptly to Holders, if the Holders are participating in such the offering, upon request, the correspondence and memoranda described below and copies of all correspondence between the Commission Commission, on the one hand, and the Company, its counsel or auditors auditors, on the other hand, and all correspondence memoranda relating to discussions with the Commission or its staff with respect to the registration statement statement, provided that the Company shall be permitted to take such precautions as it shall deem necessary or advisable to maintain legally privileged memoranda or communications, and permit the Holders to do such investigation, upon reasonable advance notice, with respect to information contained in or omitted from the registration statement as it deems reasonably necessary to comply with applicable federal and state securities laws or rules of the NASDFINRA. Such investigation shall include access to books, records and properties and opportunities an opportunity to discuss the business of the Company with its officers and independent auditors, all to such reasonable extent and at such reasonable times as the Holders shall reasonably request. The Company shall not be required to disclose any confidential information (including information that is the subject of a notice of a Blackout Period) or other records to the Holders, or to any other person, until and unless such persons shall have entered into reasonable confidentiality agreements (in form and substance reasonably satisfactory to the Company) with the Company with respect thereto.

Documents Delivered to Holders. The In case of an underwritten offering which includes Registrable Securities pursuant to the terms hereof, the Company shall furnish furnish, or cause to be furnished, to the Initial Holder, as representative of the Holders that are participating in any of the offerings covered by this Section 5offering, a signed counterpart, addressed to the participating Holders, of (i) any an opinion of counsel substantially in the form furnished to the Company delivered to any underwriter engaged in connection with such offering or underwriters and (ii) any a comfort letter from the Company’s independent public accountants delivered to any such underwriter. If no legal opinion is delivered to an underwriter substantially in connection with an offering, the Company shall, in connection with such offering, furnish to Holders that are participating in any of such offerings, at any time that Holders shall elect to use a prospectus, a customary opinion of counsel form furnished to the Company underwriter or underwriters; provided, that, comfort letters are at the time being customarily furnished by independent public accountants to the effect that the registration statement containing such prospectus has been declared effective and that no stop order is selling securityholders in effectsimilar circumstances. The Company shall also deliver promptly to Holdersthe Initial Holder, if as representative of the Holders are participating in such the offering, upon request, the correspondence described below and copies of all correspondence between the Commission Commission, on the one hand, and the Company, its counsel or auditors and all correspondence relating to discussions with and/or auditors, on the Commission or its staff with respect to the registration statement other hand, and permit the Initial Holder, as representative of the Holders participating in the offering, to do such investigation, upon reasonable advance notice, with respect to information contained in or omitted from the registration statement as it deems reasonably necessary to comply with applicable federal and state securities laws or rules of the NASDFinancial Industry Regulatory Authority. Such investigation shall include access to books, records and properties and opportunities to discuss the business of the Company with its officers and independent auditors, all to such reasonable extent and at such reasonable times and as often as the Initial Holder, as representative of the Holders participating in the offering, shall reasonably request. The Company shall not be required to disclose any confidential information (including information that is the subject of a notice of a Blackout Period) or other records to Holdersthe Initial Holder, as representative of the Holders participating in the offering, or to any other person, until and unless such persons shall have entered into reasonable confidentiality agreements (in form and substance reasonably satisfactory to the Company) with the Company with respect thereto.