Common use of Regulatory Compliance Cooperation Clause in Contracts

Regulatory Compliance Cooperation. In the event that any SBIC Holder reasonably believes that it has a Regulatory Problem, such SBIC Holder shall have the right to transfer its Securities and Underlying Common Stock, without regard to any restrictions on transfer set forth in this Agreement or any of the Transaction Documents other than the restrictions under applicable securities law, and the Company shall at its option, either (a) effectuate and facilitate any transfer by such SBIC Holder of the Securities then held by such SBIC Holder to any Person designated by such SBIC Holder or (b) permit such SBIC Holder (or any or its Affiliates) to exchange all or any portion of the Common Stock then held by it on a share-for-share basis for shares of a class of nonvoting common stock of the Company, which nonvoting common stock shall be identical in all respects to such Common Stock, except that such common stock shall be nonvoting and shall be convertible into Common Stock on such terms as are requested by such SBIC Holder in light of regulatory considerations then prevailing. If necessary to effectuate the actions either in clause (a) or (b) in the foregoing sentence, the Company shall amend this Agreement and shall use reasonable efforts to amend the Certificate of Incorporation and the bylaws of the Company, and related agreements and instruments.

Regulatory Compliance Cooperation. In the event that any SBIC Holder reasonably believes Investor determines that it has a Regulatory ProblemProblem (as defined below), such SBIC Holder it shall have the right to transfer its Securities Shares in compliance with applicable state and Underlying Common Stockfederal securities laws, but without regard to any other restrictions on transfer set forth in this Agreement or any of the Transaction Documents other than Rights Agreement (provided that the restrictions under applicable securities lawtransferee agrees to become a party to each such agreement), and the Company shall at its option, either take all such actions as are reasonably requested by such SBIC Investor in order to (ai) effectuate and facilitate any transfer by such SBIC Holder it of any securities of the Securities Company then held by such SBIC Holder it to any Person person designated by such SBIC Holder or Investor, (bii) permit such SBIC Holder Investor (or any or of its Affiliatesaffiliates) to exchange all or any portion of the Common Stock any voting security then held by it on a share-for-share basis for shares of a class of nonvoting common stock security of the Company, which nonvoting common stock security shall be identical in all respects to such Common Stockthe voting security exchanged for it, except that such common stock it shall be nonvoting and shall be convertible into Common Stock a voting security on such terms as are requested by such SBIC Holder it in light of regulatory considerations then prevailing. If necessary , and (iii) amend this Agreement, as amended from time to time, to effectuate and reflect the actions either in clause (a) or (b) in the foregoing sentence, the Company shall amend foregoing. The parties to this Agreement and shall use reasonable efforts agree to amend the Certificate of Incorporation and the bylaws vote all of the Company's securities held by them in favor of such amendments and actions. For purposes of this Agreement, and related agreements and instrumentsa "REGULATORY PROBLEM" means any set of facts or circumstances wherein it has been asserted by any governmental regulatory agency that an SBIC Investor is not entitled to hold, or exercise any significant right with respect to, the underlying securities into which the Shares are convertible.

Regulatory Compliance Cooperation. (i) In the event that any an SBIC Holder reasonably believes determines that it has a Regulatory ProblemProblem (as defined below), such the SBIC Holder shall have the right to transfer its Securities and Underlying Common Stock, Preferred Stock without regard to any restrictions on transfer set forth in this Agreement or any of the Transaction Documents other than the securities law restrictions under applicable securities lawset forth in Section 5 hereof (provided that the transferee agrees to become a party to this Agreement), and the Company shall at its option, either take all such actions as are reasonably requested by the SBIC Holder in order to (a) effectuate and facilitate any transfer by such the SBIC Holder of any securities of the Securities Company then held by such SBIC Holder to any Person designated by such SBIC Holder or Holder, (b) permit such SBIC Holder (or any or its AffiliatesAffiliate of such SBIC Holder) to exchange all or any portion of the Common Stock then held by it such SBIC Holder on a share-for-share basis for shares of a class of nonvoting common stock of the Company, which nonvoting common stock shall be identical in all respects to such Common Stock, except that such common stock shall be nonvoting and shall be convertible into Common Stock on such terms as are requested by such SBIC Holder in light of regulatory considerations then prevailing. If necessary to effectuate the actions either in clause , and (ad) or (b) in the foregoing sentence, the Company shall amend this Agreement and shall use reasonable efforts to amend the Certificate of Incorporation and the bylaws of the Company, and other related agreements to effectuate and instrumentsreflect the foregoing.