RECORDS,
INFORMATION OR DOCUMENTS THAT ARE DESIGNATED BY LBI IN WRITING AS CONFIDENTIAL
SHALL BE KEPT CONFIDENTIAL BY SUCH PERSONS UNLESS DISCLOSURE OF SUCH RECORDS,
INFORMATION OR DOCUMENTS IS REQUIRED BY COURT OR ADMINISTRATIVE ORDER.
Each holder of Registrable Securities agrees by acquisition of such Registrable
Securities that, upon receipt of any notice from LBI of the happening of any
event of the kind
8
described in Section 2(d)(ix) hereof, such holder will forthwith discontinue
disposition of Registrable Securities until such holder's receipt of the copies
of the supplemented or amended prospectus contemplated by Section 2(d)(ix)
hereof, or until it is advised in writing (the "Advice") by LBI that the use of
the prospectus may be resumed, and has received copies of any additional or
supplemental filings which are incorporated by reference in the prospectus, and,
if so directed by LBI such holder will deliver to LBI (at LBI's expense), all
copies, other than permanent file copies then in such holder's possession, of
the prospectus covering such Registrable Securities current at the time of
receipt of such notice.
(E)
FURNISH INFORMATION.
IT SHALL BE A CONDITION PRECEDENT TO THE
OBLIGATIONS OF LBI TO TAKE ANY ACTION PURSUANT TO SECTION 1(B) OR 1(C) THAT THE
SELLING HOLDERS OF REGISTRABLE SECURITIES SHALL FURNISH TO LBI SUCH INFORMATION
REGARDING THEMSELVES AND THE REGISTRABLE SECURITIES HELD BY THEM, AND THE
INTENDED METHOD OF DISPOSITION OF SUCH SECURITIES, AS SHALL BE REASONABLY
REQUIRED TO TIMELY EFFECT THE REGISTRATION OF THEIR REGISTRABLE SECURITIES.
(F)
INDEMNIFICATION.
IN THE EVENT ANY REGISTRABLE SECURITIES ARE
INCLUDED IN A REGISTRATION STATEMENT UNDER SECTION 1(B) OR (C).
(I)
BY LBI.
TO THE EXTENT PERMITTED BY LAW, LBI WILL INDEMNIFY AND
HOLD HARMLESS EACH HOLDER OF REGISTRABLE SECURITIES THAT HAS INCLUDED
REGISTRABLE SECURITIES IN SUCH REGISTRATION STATEMENT, ANY UNDERWRITER (AS
DEFINED IN THE 1933 ACT) FOR SUCH HOLDERS, EACH OF THEIR RESPECTIVE
REPRESENTATIVES AND AGENTS AND SUCH HOLDERS' OF REGISTRABLE SECURITIES LEGAL
COUNSEL AND INDEPENDENT ACCOUNTANTS, AND EACH PERSON, IF ANY, WHO CONTROLS SUCH
HOLDER OF REGISTRABLE SECURITIES OR UNDERWRITER WITHIN THE MEANING OF THE 1933
ACT OR THE 1934 ACT, AGAINST ANY AND ALL LOSSES, CLAIMS, DAMAGES OR LIABILITIES
TO WHICH THEY MAY BECOME SUBJECT UNDER THE 1933 ACT, THE L934 ACT OR OTHER
FEDERAL OR STATE LAW, INSOFAR AS SUCH LOSSES, CLAIMS, DAMAGES OR LIABILITIES (OR
ACTIONS IN RESPECT THEREOF) ARISE OUT OF OR ARE BASED UPON ANY OF THE FOLLOWING
STATEMENTS, OMISSIONS OR VIOLATIONS (EACH OF THE FOLLOWING BEING A "VIOLATION"):
(A)
ANY UNTRUE STATEMENT OR ALLEGED UNTRUE STATEMENT OF A MATERIAL FACT
CONTAINED IN SUCH REGISTRATION STATEMENT, INCLUDING ANY PRELIMINARY PROSPECTUS
OR FINAL PROSPECTUS CONTAINED THEREIN, OFFERING CIRCULAR, OR OTHER DOCUMENT OR
ANY AMENDMENTS OR SUPPLEMENTS THERETO INCIDENT TO ANY SUCH REGISTRATION,
QUALIFICATION OR COMPLIANCE;
(B)
THE OMISSION OR ALLEGED OMISSION TO STATE THEREIN A MATERIAL FACT
REQUIRED TO BE STATED THEREIN, OR NECESSARY TO MAKE THE STATEMENTS THEREIN NOT
MISLEADING, OR
(C)
ANY VIOLATION OR ALLEGED VIOLATION BY LBI OF THE 1933 ACT, THE
1934 ACT,