Covenants of the Company and Purchasers. At all times from and after the date hereof until the Closing Date (or earlier termination hereof), each of the Company and Purchasers covenants and agrees as to itself and its Subsidiaries that (except as expressly contemplated or permitted by this Agreement, or to the extent that the other party shall otherwise previously consent in writing):
Covenants of the Company and Purchasers. (a) Each Purchaser severally covenants that it will sell or otherwise Transfer any Common Shares, Warrants or Common Shares underlying such Warrants only when any such sale or Transfer is (i) in compliance with the provisions of this Agreement, the Bye-laws of the Company and any applicable U.S. state securities or "Blue Sky" laws and (ii) (A) pursuant to an effective registration under the Securities Act, (B) in compliance with Rule 144 under the Securities Act, (C) inside the United States to a QIB in compliance with Rule 144A, (D) outside the United States in compliance with Rule 904 of Regulation S under the Securities Act or (E) inside the United States to an "accredited investor" as defined in Rule 501(a) under the Securities Act in a transaction which, in the opinion of counsel reasonably satisfactory to the Company, qualifies as an exempt transaction under the Securities Act and the rules and regulations promulgated thereunder.
Covenants of the Company and Purchasers. (a) The Company agrees to file with the SEC as soon as reasonably practicable following the date of this Agreement a registration statement on Form S-3 or such other form (including a post-effective amendment to a registration statement) under the Securities Act then available to the Company (the “Registration Statement”) providing for the resale of the shares of Common Stock issuable upon exercise of the Warrants (the “Registrable Securities”). The Company shall use its commercially reasonable efforts to cause such Registration Statement to be declared effective by the Commission as soon as practicable after the initial filing thereof. Any Registration Statement shall provide for the resale from time to time, and pursuant to any method or combination of methods legally available by the Purchasers of any and all Registrable Securities. The Company shall use its commercially reasonable efforts to maintain the effectiveness of the Registration Statement; provided, however, that failure to do so shall not constitute a breach under this Section 5.
Covenants of the Company and Purchasers
