AT THE REQUEST OF INVESTOR, THE COMPANY WILL
PROMPTLY PREPARE AND FILE WITH THE SEC SUCH AMENDMENTS (INCLUDING POST-EFFECTIVE
AMENDMENTS) AND SUPPLEMENTS TO THE REGISTRATION STATEMENT, AND THE PROSPECTUS
USED IN CONNECTION WITH THE REGISTRATION STATEMENT, AS MAY BE NECESSARY IN ORDER
TO CHANGE THE PLAN OF DISTRIBUTION SET FORTH IN SUCH REGISTRATION STATEMENT.
3.14
SECURITIES LAWS COMPLIANCE.
THE COMPANY WILL COMPLY WITH ALL
APPLICABLE LAWS RELATED TO ANY REGISTRATION STATEMENT RELATING TO THE OFFER AND
SALE OF REGISTRABLE SECURITIES AND WITH ALL APPLICABLE RULES AND REGULATIONS OF
GOVERNMENTAL AUTHORITIES IN CONNECTION THEREWITH (INCLUDING, WITHOUT LIMITATION,
THE SECURITIES ACT, THE EXCHANGE ACT AND THE RULES AND REGULATIONS PROMULGATED
BY THE SEC).
3.15
FURTHER ASSURANCES.
THE COMPANY WILL TAKE ALL OTHER REASONABLE
ACTIONS AS ANY INVESTOR OR THE UNDERWRITERS, IF ANY, MAY REASONABLY REQUEST TO
EXPEDITE AND FACILITATE DISPOSITION BY INVESTOR OF THE REGISTRABLE SECURITIES
PURSUANT TO THE REGISTRATION STATEMENT.
8
ARTICLE IV
OBLIGATIONS OF THE INVESTOR
4.1
INVESTOR INFORMATION.
AS A CONDITION TO THE OBLIGATIONS OF THE
COMPANY TO COMPLETE ANY REGISTRATION PURSUANT TO THIS AGREEMENT WITH RESPECT TO
THE REGISTRABLE SECURITIES OF INVESTOR, INVESTOR WILL FURNISH TO THE COMPANY
SUCH INFORMATION REGARDING ITSELF, THE REGISTRABLE SECURITIES HELD BY IT AND THE
INTENDED METHOD OF DISPOSITION OF THE REGISTRABLE SECURITIES HELD BY IT AS IS
REASONABLY REQUIRED BY THE COMPANY TO EFFECT THE REGISTRATION OF THE REGISTRABLE
SECURITIES.
AT LEAST 10 BUSINESS DAYS PRIOR TO THE FIRST ANTICIPATED FILING
DATE OF A REGISTRATION STATEMENT FOR ANY REGISTRATION UNDER THIS AGREEMENT, THE
COMPANY WILL NOTIFY INVESTOR OF THE INFORMATION THE COMPANY REQUIRES FROM THAT
INVESTOR IF THE INVESTOR ELECTS TO HAVE ANY OF ITS REGISTRABLE SECURITIES
INCLUDED IN THE REGISTRATION STATEMENT.
SUCH INFORMATION, INCLUDING, WITHOUT
LIMITATION, THE INVESTOR QUESTIONNAIRE ATTACHED HERETO AS ANNEX A, SHALL BE
DELIVERED TO THE COMPANY WITHIN FIVE BUSINESS DAYS OF SUCH REQUEST.
IF, WITHIN
THREE BUSINESS DAYS PRIOR TO THE FILING DATE, THE COMPANY HAS NOT RECEIVED THE
REQUESTED INFORMATION FROM AN INVESTOR, THEN THE COMPANY SHALL CALL THE INVESTOR
TO NOTIFY INVESTOR ORALLY THAT THE COMPANY MAY EXCLUDE INVESTOR'S REGISTRABLE
SECURITIES AND THE COMPANY MAY FILE THE REGISTRATION STATEMENT WITHOUT INCLUDING
REGISTRABLE SECURITIES OF INVESTOR.
4.2
FURTHER ASSURANCES.
INVESTOR WILL COOPERATE WITH THE COMPANY, AS
REASONABLY REQUESTED BY THE COMPANY, IN CONNECTION WITH THE PREPARATION AND
FILING OF ANY REGISTRATION STATEMENT HEREUNDER, UNLESS INVESTOR HAS NOTIFIED THE
COMPANY IN WRITING OF INVESTOR'S ELECTION TO EXCLUDE ALL OF INVESTOR'S
REGISTRABLE SECURITIES FROM THE REGISTRATION STATEMENT.
4.3
SUSPENSION OF SALES.
UPON RECEIPT OF ANY NOTICE FROM THE COMPANY
OF THE HAPPENING OF ANY EVENT OF THE KIND DESCRIBED IN SECTION 3.6, INVESTOR
WILL IMMEDIATELY DISCONTINUE DISPOSITION OF REGISTRABLE SECURITIES PURSUANT TO
THE REGISTRATION STATEMENT COVERING SUCH REGISTRABLE SECURITIES UNTIL IT
RECEIVES COPIES OF THE SUPPLEMENTED OR AMENDED PROSPECTUS CONTEMPLATED BY
SECTION 3.6.
IF SO DIRECTED BY THE COMPANY, INVESTOR WILL DELIVER TO THE
COMPANY (AT THE EXPENSE OF THE COMPANY) OR DESTROY (AND DELIVER TO THE COMPANY A
CERTIFICATE OF DESTRUCTION) ALL COPIES IN THE INVESTOR'S