Incredimail 2012 Annual Report Download - page 329

3. Registration Procedures
. Whenever the holders of Registrable Securities have requested that any Registrable Securities be registered
pursuant to this Agreement, the Company will use its commercially reasonable efforts to effect the registration and the sale of such Registrable
Securities in accordance with the intended method of disposition thereof, and pursuant thereto the Company will as expeditiously as reasonably
possible:
(a) prepare and file with the SEC a registration statement with respect to such Registrable Securities and use its
commercially reasonable efforts to cause such registration statement to become effective under the Securities Act as soon as practicable after the
filing thereof, subject to Section 1.4; provided that as far in advance as reasonably practicable before filing a registration statement or prospectus
or any amendments or supplements thereto and in any event no less than five (5) days prior to the expected filing date, the Company will furnish
to the counsel selected by the holders of a majority of the Registrable Securities covered by such registration statement copies of all such
documents proposed to be filed, and shall give serious consideration to including in such documents such comments as such counsel may
reasonably propose;
(b) prepare and file with the SEC such amendments, including post-
effective amendments, and supplements to such
registration statement and the prospectus used in connection therewith as may be necessary to keep such registration statement effective until
completion of the distribution of the Registrable Securities registered thereunder but not more than one hundred eighty (180) days following
effectiveness, and comply with the provisions of the Securities Act with respect to the disposition of all securities covered by such registration
statement during such period in accordance with the intended methods of disposition by the sellers thereof set forth in such registration
statement;
(c) furnish to each record holder of Registrable Securities covered by such Registration Statement such number of copies
of such registration statement, each amendment and supplement thereto, the prospectus included in such registration statement (including each
preliminary prospectus) and such other documents as such seller may reasonably request in order to facilitate the disposition of the Registrable
Securities owned by such seller;
(d) use its commercially reasonable efforts to register or qualify such Registrable Securities under such other securities
or blue sky laws of such jurisdictions as any seller reasonably requests, keep such registration or qualification (or exemption therefrom) effective
until completion of the distribution of Registrable Securities but not more than one hundred eighty (180) days following effectiveness, and do
any and all other acts and things which may be reasonably necessary or advisable to enable such seller to consummate the disposition in such
jurisdictions of the Registrable Securities owned by such seller; provided that the Company will not be required to (i) qualify generally to do
business in any jurisdiction where it would not otherwise be required to qualify but for this subsection, (ii) subject itself to taxation in any such
jurisdiction or (iii) consent to general service of process (i.e., service of process which is not limited solely to securities law violations) in any
such jurisdiction;
(e) notify each record holder of such Registrable Securities covered by a registration statement, 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 prospectus
included in such registration statement contains an untrue statement of a material fact or omits to state any material fact necessary to make the
statements therein, in light of the circumstances under which they are made, not misleading, and, at the request of any such seller, the Company
will promptly prepare a supplement or amendment to such prospectus so that, as thereafter delivered to the purchaser of such Registrable
Securities, such prospectus will not contain an untrue statement of a material fact or omit to state a material fact necessary to make the
statements therein, in light of the circumstances under which they were made, not misleading; provided that each holder of Registrable Securities
agrees by acquisition of such Registrable Securities that upon receipt of any notice from the Company of the happening of any event of the kind
described in subsection (e) 3(e), such holder will immediately discontinue such holder’
s disposition of Registrable Securities pursuant to the
registration statement relating to such Registrable Securities until such holder’
s receipt of the copies of the supplemented or amended prospectus
contemplated by subsection 3(e) and, if so directed by the Company, will deliver to the Company all copies then in such holder’
s possession of
the prospectus relating to such Registrable Securities current to the time of receipt of such notice;
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