Filing of Resale Registration Statement. The Company shall file with the Commission (at the Company’s sole cost and expense) a registration statement (the “Resale Registration Statement”) registering the resale of the Backstop Acquired Shares, the PIPE Shares and the Rollover Shares (collectively, the “Purchaser Shares”) as soon as reasonably practicable after the Closing Date(and in no event later than fifteen (15) Business Days following the Closing Date), and the Company shall use its commercially reasonable efforts to have the Resale Registration Statement declared effective as soon as practicable after the filing thereof, but no later than the fifth (5th) Business Day after the date the Company is notified (orally or in writing, whichever is earlier) by the Commission that the Resale Registration Statement will not be “reviewed” or will not be subject to further review ((i) and (ii) collectively, the “Effectiveness Deadline”). The Company will use its commercially reasonable efforts to provide a draft of the Resale Registration Statement to each Purchaser for review and comment at least two (2) Business Days in advance of the Closing Date. The Company agrees that, except for such times as the Company is permitted hereunder to suspend the use of the prospectus forming part of the Resale Registration Statement as set forth in this Section (the “Resale Prospectus”), the Company will use its commercially reasonable efforts to cause the Resale Registration Statement to remain effective with respect to each Purchaser until the earlier of (i) the date on which all of the Purchaser Shares shall have been sold, or (ii) on the first date on which a Purchaser can sell its Purchaser Shares (or shares received in exchange therefor) under Rule 144 without limitation as to the manner of sale or the amount of such securities that may be sold and without the requirement for the Company to be in compliance with the current public information required under Rule 144. The Company will use its commercially reasonable efforts to make and keep public information available (as those terms are understood and defined in Rule 144) and file all reports, and provide all customary and reasonable cooperation, necessary to resell Registrable Securities pursuant to the Resale Registration Statement or Rule 144, as applicable, and maintain the qualification of the Registrable Securities for listing on the NYSE. For purposes of this Section, “Registrable Securities” shall mean the Purchaser Shares and any other equity securit...
Filing of Resale Registration Statement. Within thirty (30) days following the Closing, Purchaser shall file a resale registration statement on Form S-3 (the “Resale Registration Statement”) for the purpose of registering under the Securities Act of 1933, the sale of the shares underlying the common stock warrant issued to Seller under the Commercialization Agreement. Purchaser will use reasonable best efforts to cause the Resale Registration Statement to be declared effective as soon as practicable following filing with the SEC, and in any event within three (3) Business Days following oral confirmation from the Staff of the SEC that they have no comments (or no further comments) on such filing. Purchaser’s out of pocket costs and expenses not to exceed $50,000 in complying with the provisions of this Section 6.25 shall be borne by Seller and Seller shall promptly reimburse Purchaser for any such amounts following receipt of an invoice therefor.
Filing of Resale Registration Statement. Upon the receipt of a written notice from the Investor (the "Resale Registration Notice") stating that the Investor has determined in good faith that a registration statement must be filed to cover the Investor's resale of some or all of the shares of Common Stock purchased by the Investor in the Offering or to be issued to the Investor upon the exercise of the Investor Warrants, the Company shall promptly prepare and file, by the Filing Date, a registration statement (the "Resale Registration Statement") on Form SB-2 (or other suitable form, at the Company's discretion, but subject to the reasonable approval of the Investor), covering the resale of a number of shares of Common Stock as Registrable Securities as the Investor shall reasonably determine and, to the extent allowed by applicable law, such additional shares of Common Stock, if any, that may become registrable pursuant to Rule 416 of the Act.
Filing of Resale Registration Statement. As soon as practical and, within 30 days after the Closing under the Purchase Agreement, the Company shall file with the Securities and Exchange Commission (the "SEC" or the "Commission") a registration statement, on such SEC form that is available to the Company, pursuant to Rule 415 under the Securities Act (together with any exhibits, amendments or supplements thereto, and any documents incorporated by reference therein, the "Registration Statement"), with respect to the resale of the Shares, and any securities of the Company issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, the Shares. The securities described in the preceding sentence are collectively referred to herein as the "Registrable Securities"; provided, that the term "Registrable Securities" shall not include securities transferred to a person other than a permitted transferee.
Filing of Resale Registration Statement. As soon as reasonably practicable following the date hereof, but in no event more than forty-five (45) calendar days thereafter (the “Filing Deadline”), the Company shall prepare and file with the SEC one Registration Statement covering the resale of all of the Registrable Securities. Subject to any SEC comments, such Registration Statement shall include the plan of distribution attached hereto as Exhibit A (or such other plan reasonably requested by the Holders and agreed to by the Company).
Filing of Resale Registration Statement. Raven shall cause to be filed within 20 days following receipt by Raven of a completed and executed Notice and Questionnaire from each Participating Stockholder, but in any event within 60 days after the date of this Rights Agreement, a Resale Registration Statement providing for the sale, by those Participating Stockholders who timely provide a Notice and Questionnaire (as hereinafter defined) (the "Selling Stockholders") of all Resale Securities, in accordance with the terms hereof and will use its reasonable efforts to cause such Resale Registration Statement to be declared effective by the SEC as soon as practicable thereafter. Without limiting the obligations of Raven in the preceding sentence, Raven agrees to use its reasonable efforts to file (i) all financial statements and any other information required by Form 8-K (or any successor form) with respect to the Merger within the time limits required by Form 8-K (or any successor form) and (ii) on or before the deadline for filing, all reports required to maintain its eligibility to use Form S-3 (or any successor form). Raven shall use its reasonable efforts to keep the Resale Registration Statement with respect to the Resale Securities continuously effective from the date such Resale Registration Statement is effective until the earlier of two years after the date hereof or the date on which all Participating Stockholders cease to hold Resale Securities. Raven further agrees to supplement or amend the Resale Registration Statement if and as required by the rules, regulations or instructions applicable to the registration form used by Raven for such Resale Registration Statement or by the Securities Act or any rules and regulations thereunder.
Filing of Resale Registration Statement. Within 30 days following the date of the Closing (the "Filing Deadline"), the Company shall use its best efforts to file with the Securities and Exchange Commission (the "Commission") a "resale" registration statement on such form as the Company determines pursuant to Rule 415 under the Securities Act of 1933, as amended (the "Securities Act") (together with any exhibits, amendments or supplements thereto, and any documents incorporated by reference therein, the "Registration Statement") with respect to (i) the Common Stock issuable pursuant to the conversion of, or issuable as dividends payable in respect of, the Preferred Shares, (ii) the shares of Common Stock issuable pursuant to the exercise of the Warrants (such shares, together with the shares of Common Stock described in clause (i), the "Common Shares") and (iii) any securities of the Company issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, the Common Shares. The securities described in the preceding sentence are collectively referred to herein as the "Registrable Securities"; provided, that the term "Registrable Securities" shall not include securities sold pursuant to the Registration Statement or Rule 144 or securities transferred to a person other than a Permitted Transferee as defined in Section 8(a) herein. The Registration Statement may include securities of the Company other than Registrable Securities.
Filing of Resale Registration Statement. As soon as practicable, but in no event longer than twenty (20) business days, after the Closing, Issuer shall file with the Securities and Exchange Commission (the “SEC” or the “Commission”) a registration statement on Form S-3 pursuant to Rule 415 under the Securities Act, or, in the event that Form S-3 is unavailable to Issuer, a registration statement on such other SEC Form that is available to Issuer (together with any exhibits, amendments or supplements thereto, and any documents incorporated by reference therein, the “Registration Statement”), with respect to the resale of the Shares, and any securities
Filing of Resale Registration Statement. Subject to the conditions set forth in this Agreement, the Company shall cause to be filed a Registration Statement under Rule 415 under the Securities Act relating to the resale by the Holder of all of the Registrable Shares in accordance with the terms hereof, and shall use reasonable best efforts to cause such Registration Statement to be declared effective by the SEC prior to the end of the Initial Lock-up Period. The Company agrees to use reasonable efforts to keep the Registration Statement, after its date of effectiveness, continuously effective with respect to the Registrable Shares of a particular Holder until the earlier of (a) the date on which such Holder no longer holds or beneficially owns any Registrable Shares; (b) the date the Registrable Shares held by any Holder may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the affected Holders; or (c) the date which falls on the Expiration Date. The Registration Statement shall include a “Plan of Distribution” section in substantially the form of Schedule A attached hereto.
Filing of Resale Registration Statement. If and only if the Company is not then permitted to file and have made effective a Delivery Registration Statement pursuant to the 2010 IRRA and Section 2(a), the Company shall prepare and file with the Commission a Resale Registration Statement as a “shelf” registration statement under Rule 415 under the Securities Act or any successor provision to cover the resale of the Registrable Securities by Noteholders from time to time (or, if applicable, upon any Enforcement) and shall have such Resale Registration Statement declared effective by the Commission or, if eligible, become automatically effective upon filing, as the case may be, prior to the Required Effectiveness Date. The Resale Registration Statement shall include a Plan of Distribution substantially in the form attached hereto as Exhibit B, which permits the resale through brokers and dealers from time to time of the Registrable Securities by Electing Holders in respect of the Registrable Securities held by them; provided that such resales will not take the form of an underwritten offering of the Registrable Securities without the prior written agreement of the Company.
