Common use of Additional Registration Clause in Contracts

Additional Registration. (i) If at any time and for any reason, an Additional Registration Statement is required to be filed because at such time the actual number of shares of Registrable Securities exceeds the number of shares of Registrable Securities remaining under the Initial Registration Statement, the Company shall have thirty (30) days to file such Additional Registration Statement, and the Company shall use its best efforts to cause such Additional Registration Statement to be declared effective by the Commission as soon as possible, but in no event later than ninety (90) days after filing (the “Additional Effectiveness Date”). (ii) Notwithstanding anything to the contrary set forth in this Section 2, in the event that the Commission does not permit the Company to register all of the Registrable Securities in the Initial Registration Statement because of the Commission’s application of Rule 415, the Company shall use its best efforts to file Additional Registration Statements to register the Registrable Securities that were not registered in the Initial Registration Statement as promptly as possible and in a manner permitted by the Commission. For purposes of this Section 2(b)(ii), “Additional Filing Date” means with respect to each Additional Registration Statement filed pursuant hereto, the later of (i) sixty (60) days following the sale of substantially all of the Registrable Securities included in the Initial Registration Statement or any Additional Registration Statement and (ii) six (6) months following the effective date of the Initial Registration Statement or any Additional Registration Statement, as applicable, or such earlier date as permitted by the Commission.

Appears in 6 contracts

Samples: Registration Rights Agreement (Xa, Inc.), Registration Rights Agreement (Xa, Inc.), Registration Rights Agreement (Xa, Inc.)

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Additional Registration. (i) If at any time and for any reasonAt least six months after the Closing Date, if DHW has sold all of the Registrable Shares included in the initial Registration Statement, DHW may request the filing of an Additional additional Registration Statement is required covering up to be filed because at such time the actual number 4,666,666 Registrable Shares (a “Registration Request”). Upon receipt of shares of Registrable Securities exceeds the number of shares of Registrable Securities remaining under the Initial a Registration StatementRequest, the Company shall have thirty (30) use best commercial efforts to, within 45 days to of the Registration Request, prepare and file such Additional a Registration Statement, Statement covering the shares which are the subject of the Registration Request and the Company shall use its best commercial efforts to cause such Additional Registration Statement to be declared become effective by the Commission as soon as possibleis practicable following its filing. Upon the sale of all of the Registrable Shares included in such Registration Statement, but in no event later than ninety (90) days after DHW may submit an additional Registration Request covering up to 4,666,666 Registrable Shares and the Company will follow the same procedure of preparing, filing (and seeking effectiveness of a Registration Statement covering the “Additional Effectiveness Date”). (ii) Notwithstanding anything to shares which are the contrary subject of such Registration Request. The procedure set forth in the immediately preceding sentence will be followed until all of the Registrable Shares have been sold; provided, however, that this Section 22.2 shall not obligate the Company to file (a) more than six Registration Statements (including the initial Registration Statement) in total, in (b) Registration Statements any more frequently than one every six months, nor (c) any Registration Statement more than three years after the event that Closing Date. If for any reason the Commission does not permit the Company to register all registration of the Registrable Securities in the Initial Registration Statement because of the Commission’s application of Rule 415, the Company shall use its best efforts to file Additional Registration Statements to register the Registrable Securities that were not registered in the Initial Registration Statement as promptly as possible and in a manner permitted by the Commission. For purposes of this Section 2(b)(ii), “Additional Filing Date” means with respect to each Additional Registration Statement filed pursuant hereto, the later of (i) sixty (60) days following the sale of substantially all of the Registrable Securities included in the Initial any Registration Statement or any Additional Registration Statement and (ii) six (6) months following filed pursuant this Section 2.2, then the effective date of Company’s obligation to register the Initial Registration Statement or any Additional Registration Statement, as applicable, or such earlier date as permitted by the Commissionaffected shares shall cease.

Appears in 3 contracts

Samples: Debt Conversion Agreement (Granite City Food & Brewery LTD), Registration Rights Agreement (Granite City Food & Brewery LTD), Registration Rights Agreement (DHW Leasing, L.L.C.)

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Additional Registration. (i) If at any time and for any reason, an Additional Registration Statement is required to be filed because at such time the actual number of shares of Registrable Securities exceeds the number of shares of Registrable Securities remaining under the Initial an effective Registration Statement, the Company shall have thirty (30) days to file such Additional Registration Statement, and the Company shall use its best efforts to cause such Additional Registration Statement to be declared effective by the Commission as soon as possible, but in no event later than ninety (90one hundred forty-five ( 145) days after filing (the “Additional Effectiveness Date”). (ii) Notwithstanding anything to the contrary set forth in this Section 2, in In the event that the Commission does not permit the Company to register all of the Registrable Securities in the Initial initial Registration Statement or any Additional Registration Statement (required to be filed pursuant to Section 2(a)) because of the Commission’s application of Rule 415, the Company shall use its best efforts to file Additional Registration Statements to register the Registrable Securities that were not registered in the Initial Registration Statement Statement, in an amount equal to thirty percent (30%) of the Company’s then public float or as many as the Commission will then allow, as promptly as possible possible, pursuant to the Additional Filing Date deadline set forth below, and in a manner permitted by the Commission. For purposes of this Section 2(b)(ii)Section, “Additional Filing Date” means with respect to each Additional Registration Statement filed pursuant hereto, the later of hereto thirty (i) sixty (6030) days following notice received by the Company from the Initial Investors of the sale of substantially all of the Registrable Securities included in the Initial Registration Statement or any Additional Registration Statement and (ii) six (6) months following the effective date of the Initial initial Registration Statement or any Additional Registration Statement, as applicable, or such earlier date as permitted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Pediatric Prosthetics Inc)

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