Common use of Filing and Registration Period Clause in Contracts

Filing and Registration Period. Subject to the terms and conditions of this Warrant, no later than four months after the Issue Date, or as soon as practicable thereafter, in the case such filing is delayed by circumstances beyond the Company's control, and consistent with the requirements of applicable law, the Company shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATION"). The Company shall use commercially reasonable efforts to have such Shelf Registration declared effective no later than six months after the Issue Date and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIOD") commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC and ending on the date that is the second anniversary of the Issue Date; provided, that such Registration Period shall be extended until Rule 144(k) promulgated under the Securities Act (as such Rule may be amended from time to time, or any similar or successor rule or regulation hereafter adopted by the SEC) is available for the sale of Registrable Securities that are issued pursuant to a net exercise of this Warrant under Section 1.2 prior to the second anniversary of the Issue Date; provided, that in no event shall such Registration Period exceed the date that is the fourth anniversary of the Issue Date. The Company shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Registration Period.

Appears in 2 contracts

Samples: Handspring Inc, Handspring Inc

AutoNDA by SimpleDocs

Filing and Registration Period. Subject to the terms and ------------------------------ conditions of this WarrantAgreement, as promptly as practicable following the Effective Time of the Merger but no later than four months after the Issue Date, or as soon as practicable fifteen whole business days thereafter, in the case such filing is delayed by circumstances beyond the Company's control, and consistent with the requirements of applicable law, the Company Excite@Home shall prepare and file with the SEC a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATIONShelf Registration"). The Company Excite@Home shall use commercially reasonable efforts to have such Shelf Registration declared effective no later than six months as soon as practicable after the Issue Date its filing and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIODRegistration Period") commencing on the date the Shelf Registration is declared effective under the Securities Act by the SEC (the "Date of Effectiveness") and ending on the date that is the second first anniversary of the Issue Date; provided, that such Effective Time of the Merger. Excite@Home shall have no duty or obligation to keep the Shelf Registration Period shall be extended until Rule 144(k) promulgated under the Securities Act (as such Rule may be amended from time to time, or any similar or successor rule or regulation hereafter adopted by Subsequent Registration, as defined below) effective after the SEC) is available for the sale of Registrable Securities that are issued pursuant to a net exercise of this Warrant under Section 1.2 prior to the second anniversary expiration of the Issue Date; provided, that in no event shall such Registration Period exceed the date that is the fourth anniversary of the Issue DatePeriod. The Company Excite@Home shall have no duty or obligation to keep the Shelf Registration effective after the expiration of the Shelf Registration Period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (At Home Corp)

AutoNDA by SimpleDocs

Filing and Registration Period. Subject to the terms and ------------------------------ conditions of this WarrantAgreement, no later than four months after the Issue Date, or as soon as practicable thereafter, in the case such filing is delayed by circumstances beyond the Company's control, and consistent with the requirements of applicable law, the Company Extreme shall prepare and file with the SEC within 60 days of the Effective Time (as defined in the Merger Agreement) a registration statement on Form S-3 for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the then outstanding Registrable Securities (the "SHELF REGISTRATIONShelf Registration"). The Company Extreme ------------------ shall use commercially reasonable efforts to have cause such Shelf Registration to be declared effective no later than six months as soon as practicable after the Issue Date its filing and to keep the Shelf Registration continuously effective under the Securities Act for a continuous period of time (such period of time being hereinafter called the "REGISTRATION PERIODRegistration ------------ Period") commencing on the date the Shelf Registration is declared effective ------ under the Securities Act by the SEC (the "Date of Effectiveness") and ending on --------------------- the date one year anniversary that is the second anniversary Shelf Registration and any Subsequent Registration (as defined below) has been effective, provided that in the event that Extreme exercises its right to prohibit sales due to a cessation or suspension of effectiveness as described in Section 1.2(b) below, then Extreme shall extend the Issue Date; provided, Registration Period hereunder by the number of trading days that such Registration Period shall be extended until Rule 144(k) promulgated under the Securities Act (as such Rule may be amended from time to time, or any similar or successor rule or regulation hereafter adopted by the SEC) is available for the sale of Registrable Securities that are issued pursuant to a net exercise of this Warrant under Section 1.2 prior to the second anniversary of the Issue Date; provided, that in no event shall such Registration Period exceed the date that is the fourth anniversary of the Issue Datesales were so prohibited. The Company Extreme shall have no duty or obligation to keep the Shelf Registration (or any Subsequent Registration, as defined below) effective after the expiration of the Registration Period.

Appears in 1 contract

Samples: Registration Rights Agreement (Extreme Networks Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.