Surge shall furnish to Shareholders such number of copies of a prospectus in conformity with the requirements of the Securities Act, and such other documents as they may reasonably request in order to facilitate the disposition of the Surge Securities owned by them.
Each Shareholder consents to Surge making a notation on its records or giving instructions to any transfer agent for the Surge Securities in order to implement the restrictions on transfer set forth and described herein.
Each Shareholder has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of owning the Exchangeable Shares and the Surge Securities.
It shall be a condition precedent to the obligations of Surge to take any action under this Section 10.4 that the selling Shareholders shall furnish to Surge such information regarding themselves, the Surge Securities held by them and the intended method of disposition of such securities as may be reasonably requested by Surge and as shall be required to effect the registration of their Surge Securities.
The Surge Securities are duly authorized and reserved for issuance and, upon issuance, shall be validly issued as fully paid and non-assessable shares in the capital stock of Surge in full compliance with all applicable United States federal and state and Canadian securities laws and other applicable Legal Requirements and will be free and clear of all Encumbrances.