RIGHT TO REQUEST THE COMPANY
TO REGISTER ANY COMMON STOCK IN A PIGGYBACK REGISTRATION UNLESS SUCH RIGHTS ARE
CONSISTENT WITH THE PROVISIONS OF THIS SECTION 4.02.
SECTION 4.03.
EXPENSES OF REGISTRATION AND SELLING.
ALL EXPENSES INCURRED IN
CONNECTION WITH ANY REGISTRATION, QUALIFICATION OR COMPLIANCE HEREUNDER SHALL BE
BORNE BY THE COMPANY.
ALL EXPENSES (INCLUDING, FOR THE AVOIDANCE OF DOUBT, ANY
UNDERWRITING DISCOUNT OR COMMISSION APPLICABLE TO THE SALE BY A HOLDER) INCURRED
IN CONNECTION WITH THE SALE OF ANY SECURITIES REGISTERED HEREUNDER SHALL ALSO BE
BORNE BY THE COMPANY.
SECTION 4.04.
OBLIGATIONS OF THE COMPANY.
WHENEVER REQUIRED TO EFFECT THE
REGISTRATION OF ANY REGISTRABLE SECURITIES, THE COMPANY SHALL, AS EXPEDITIOUSLY
AS REASONABLY PRACTICABLE, SUBJECT TO THE OTHER PROVISIONS OF THIS ARTICLE IV:
(A)
PREPARE AND FILE WITH THE SEC A REGISTRATION STATEMENT WITH RESPECT TO A
PROPOSED OFFERING OF REGISTRABLE SECURITIES AND USE COMMERCIALLY REASONABLE
EFFORTS TO HAVE SUCH REGISTRATION STATEMENT DECLARED EFFECTIVE AS PROMPTLY AS
PRACTICABLE.
(B)
PREPARE AND FILE WITH THE SEC SUCH AMENDMENTS AND SUPPLEMENTS TO THE
APPLICABLE REGISTRATION STATEMENT AND THE PROSPECTUS OR PROSPECTUS SUPPLEMENT
USED IN CONNECTION WITH SUCH REGISTRATION STATEMENT AS MAY BE NECESSARY TO
COMPLY WITH THE PROVISIONS OF THE SECURITIES ACT WITH RESPECT TO THE DISPOSITION
OF ALL REGISTRABLE SECURITIES COVERED BY SUCH REGISTRATION STATEMENT.
(C)
FURNISH TO THE SELLING HOLDER OR HOLDERS AND ANY UNDERWRITERS SUCH NUMBER
OF COPIES OF THE APPLICABLE REGISTRATION STATEMENT AND EACH SUCH AMENDMENT AND
SUPPLEMENT THERETO (INCLUDING IN EACH CASE ALL EXHIBITS) AND OF A PROSPECTUS,
INCLUDING A PRELIMINARY 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 REGISTRABLE SECURITIES OWNED OR TO BE
DISTRIBUTED BY THEM.
(D)
USE COMMERCIALLY REASONABLE EFFORTS TO REGISTER AND QUALIFY THE SECURITIES
COVERED BY SUCH REGISTRATION STATEMENT UNDER SUCH OTHER SECURITIES OR BLUE SKY
LAWS OF SUCH JURISDICTIONS AS SHALL BE REASONABLY REQUESTED BY THE SELLING
HOLDER OR HOLDERS OR ANY MANAGING UNDERWRITER(S), TO KEEP SUCH REGISTRATION OR
QUALIFICATION IN EFFECT FOR SO LONG AS SUCH REGISTRATION STATEMENT REMAINS IN
EFFECT, AND TO TAKE ANY OTHER ACTION WHICH MAY BE REASONABLY NECESSARY TO ENABLE
SUCH SELLER TO CONSUMMATE THE DISPOSITION IN SUCH JURISDICTIONS OF THE
SECURITIES OWNED BY SUCH SELLING HOLDER OR
16
HOLDERS; PROVIDED, HOWEVER, THAT THE COMPANY SHALL NOT BE REQUIRED IN CONNECTION
THEREWITH OR AS A CONDITION THERETO TO QUALIFY TO DO BUSINESS, TO FILE A GENERAL
CONSENT TO SERVICE OF PROCESS OR BECOME SUBJECT TO TAXATION IN ANY SUCH STATES
OR JURISDICTIONS.
(E)
NOTIFY THE SELLING HOLDER OR HOLDERS AT ANY TIME WHEN A PROSPECTUS RELATING
THERETO IS REQUIRED TO BE DELIVERED UNDER THE SECURITIES ACT OF THE HAPPENING OF
ANY EVENT AS A RESULT OF WHICH THE APPLICABLE PROSPECTUS, AS THEN IN EFFECT,
INCLUDES AN UNTRUE STATEMENT OF A MATERIAL FACT OR OMITS TO STATE A MATERIAL
FACT REQUIRED TO BE STATED THEREIN OR NECESSARY TO MAKE THE STATEMENTS THEREIN,
IN THE LIGHT OF THE CIRCUMSTANCES UNDER