Common use of Registration of Stock Clause in Contracts

Registration of Stock. If the Company shall receive from ARDARA a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARA) that it has elected to file a registration statement for the Common Stock held by ARDARA pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARA. Any such registration of shares requested by ARDARA may include shares of Common Stock owned by other shareholders of the Company. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARA. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARA, in accordance with this paragraph, ARDARA may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARA. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

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Registration of Stock. If the Company shall receive from ARDARA HARTFORD a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA HARTFORD (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARAHARTFORD) that it has elected to file a registration statement for the Common Stock held by ARDARA HARTFORD pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARAHARTFORD. Any such registration of shares requested by ARDARA HARTFORD may include shares of Common Stock owned by other shareholders of the Company. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA HARTFORD may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA HARTFORD receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA HARTFORD shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARAHARTFORD. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARAHARTFORD, in accordance with this paragraph, ARDARA HARTFORD may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARAHARTFORD. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from ARDARA Xxxxx a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA Xxxxx (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARAXxxxx) that it has elected to file a registration statement for the Common Stock held by ARDARA Xxxxx pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARAXxxxx. Any such registration of shares requested by ARDARA may Xxxxx xxx include shares of Common Stock owned by other shareholders of the Company,. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA may deem Xxxxx xxx xxxx necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA Xxxxx receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA Xxxxx shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARAXxxxx. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARAXxxxx, in accordance with this paragraph, ARDARA may Xxxxx xxx (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARAXxxxx. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from ARDARA BCM a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA BCM (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARABCM) that it has elected to file a registration statement for the Common Stock held by ARDARA BCM pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARABCM. Any such registration of shares requested by ARDARA BCM may include shares of Common Stock owned by other shareholders of the Company. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA BCM may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA BCM receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA BCM shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARABCM. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARABCM, in accordance with this paragraph, ARDARA BCM may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARABCM. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 2 contracts

Samples: Exchange and Conversion Agreement (Telemetrix Inc), Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from ARDARA WYSE a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA WYSE (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARAWYSE) that it has elected to file a registration statement for the Common Stock held by ARDARA WYSE pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARAWYSE. Any such registration of shares requested by ARDARA WYSE may include shares of Common Stock owned by other shareholders of the Company. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA WYSE may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA WYSE receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA WYSE shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARAWYSE. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARAWYSE, in accordance with this paragraph, ARDARA WYSE may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARAWYSE. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 1 contract

Samples: Exchange and Conversion Agreement (Telemetrix Inc)

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Registration of Stock. If the Company shall receive from ARDARA Xxxxxx a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA Xxxxxx (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARAXxxxxx) that it has elected to file a registration statement for the Common Stock held by ARDARA Xxxxxx pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARAXxxxxx. Any such registration of shares requested by ARDARA Xxxxxx may include shares of Common Stock owned by other shareholders of the Company. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA Xxxxxx may deem xxxx necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA Xxxxxx receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA Xxxxxx shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARAXxxxxx. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARAXxxxxx, in accordance with this paragraph, ARDARA Xxxxxx may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARAXxxxxx. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 1 contract

Samples: Exchange and Conversion Agreement (Telemetrix Inc)

Registration of Stock. If the Company shall receive from ARDARA Xxxxxx a written request that the Company register Common Stock under a registration statement in compliance with the Securities Act of 1933 as provided in paragraph 6 hereof, in order to permit the sale or distribution of such stock, the Company, as soon as practicable after giving written notice to ARDARA Xxxxxx (which notice shall be given by the Company within ten (10) days after receipt of the written request for registration from ARDARAXxxxxx) that it has elected to file a registration statement for the Common Stock held by ARDARA Xxxxxx pursuant to this paragraph, will use its best efforts to effect such registration and qualify the Common Stock in such jurisdictions as may be requested by ARDARAXxxxxx. Any such registration of shares requested by ARDARA Xxxxxx may include shares of Common Stock owned by other shareholders of the Company. 100,000 (One Hundred Thousand) shares in the aggregate is the minimum number of shares that may be included in any registration. Each selling shareholder shall bear a pro rata portion of all costs and expenses paid to third parties (other than those paid to any affiliate or subsidiary of the Company or any shareholder thereof) for registration and filing fees, printing expenses, fees and disbursements of counsel, and any accounting fees incident to or required by the registration or qualification. Underwriting discounts and commissions shall be the pro rata expense of each selling shareholder. The Company shall keep effective and maintain any such registration statement for such period and to the extent as ARDARA Xxxxxx may deem necessary for the purpose of selling or disposing of the shares, and from time to time during such period shall amend or supplement the prospectus used in connection therewith to the extent necessary in order to comply with the applicable law. The Company shall be required to comply with the above registration provisions only once, except that if ARDARA Xxxxxx receives a Warrant which it is not entitled to exercise until after the registration statement has become effective, then ARDARA Xxxxxx shall be entitled to a second registration to cover Common Stock acquired by it upon exercise of the Warrant an any other shares of Common Stock then still owned by ARDARAXxxxxx. Should the Company at any time seek to register all or any part of its Common Stock under a registration statement in compliance with the Securities Act of 1933, without having been requested to do so by ARDARAXxxxxx, in accordance with this paragraph, ARDARA Xxxxxx may (in addition to its registration rights set forth above) add any or all of such shares of the Company as it may own to any such registration. The Company shall bear all costs and expenses for registration and filing fees, printing expenses, fees and disbursements of all counsel and any accounting fees, including expenses of any special audit, incident to or required by any registration not requested by ARDARAXxxxxx. Underwriting discounts and commissions shall be the pro rata expense of such selling shareholder.

Appears in 1 contract

Samples: Exchange and Conversion Agreement (Telemetrix Inc)

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