Common use of Filing Registration Statement Clause in Contracts

Filing Registration Statement. The Company shall use its commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.4, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders a certificate signed by the Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice in any 12-month period in respect of a Demand Registration or a Demand Shelf Registration hereunder.

Filing Registration Statement. The Subject to Section 2.2.4., the Company shall use its commercially reasonable efforts toshall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration registration on Form S-3 pursuant to Section 2.42.2.4, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty one hundred twenty (30120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf in the event of a Piggy Back Registration, the Company has the right to suspend use of terminate the prospectus included in such Form F-3 Shelfregistration at its choosing, in each case if the Company shall furnish to the Holders a certificate signed by the Chairman of the Board of Directors Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would not be materially detrimental to in the best interests of the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice once in any 12365-month day period in respect of a Demand Registration or hereunder; and provided further that the Holders shall provide at least fifteen (15) business days' notice of the date on which they wish the Company to prepare and file a Demand Shelf Registration hereunderStatement with the Commission.

Filing Registration Statement. The Company shall use its commercially reasonable efforts toshall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.4Registration, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3hereunder; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty one hundred twenty (30120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf in the event of a Piggy Back Registration, the Company has the right to suspend use of terminate the prospectus included in such Form F-3 Shelfregistration at its choosing, in each case if the Company shall furnish to the Holders holders a certificate signed by the Chairman of the Board of Directors Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would not be materially detrimental to in the best interests of the Company and its shareholders stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice once in any 12365-month day period in respect of a Demand Registration or hereunder; and provided further that the holders shall provide at least fifteen (15) business days’ notice of the date on which they wish the Company to prepare and file a Demand Shelf Registration hereunderStatement with the Commission.

Filing Registration Statement. The Company shall use its commercially reasonable efforts to, as expeditiously as reasonably possible after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and remain use commercially reasonable efforts to keep it effective for the a period required by Section 3.1.3of up to two (2) years; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty ninety (3090) daysdays (or, if the Company intends to initiate a registration, during the period that is sixty (60) days before the Company’s good faith estimate of the date of filing of, and ending on a date that is one hundred eighty (180) days after the effective date of, a Company-initiated registration, provided that the Company is actively employing in good faith commercially reasonable efforts to cause such registration statement to become effective), and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders Investors requesting to include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer or Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and or its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice once in any 12365-month day period in respect of a Demand Registration or a Demand Shelf Registration hereunder.

Filing Registration Statement. The Company Domesticated SPAC shall use its commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.2, prepare and file with the Commission a Registration Statement on any form for which the Company Domesticated SPAC then qualifies and or which counsel for the Company Domesticated SPAC shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and remain use its commercially reasonable efforts to keep it effective for the period required by Section 3.1.3Effectiveness Period or until such time as there are no longer any Registrable Securities; provided, however, that the Company Domesticated SPAC shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for a period up to thirty ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration Demand Registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to or suspend use of the prospectus included in such Form F-3 Shelfany Registration Statement, in each case if the Company Domesticated SPAC shall furnish to the Holders a certificate signed by the Chief Executive Officer or Chairman of the Board of Directors of the Company Domesticated SPAC stating that, in the good faith judgment of the Board of Directors of the CompanyBoard, it would be materially detrimental to the Company Domesticated SPAC and its shareholders stockholders for such Registration Statement to be effected at such time; provided furtherprovided, however, that the Company Domesticated SPAC shall not have the right to exercise the right set forth defer its obligation in the immediately preceding proviso this manner more than twice three times in any 12-month period period, and no more than 120 days in respect of a Demand Registration or a Demand Shelf Registration hereunderthe aggregate in any twelve month period.

Filing Registration Statement. The Company shall use its commercially reasonable efforts toshall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.4Registration, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3hereunder; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty one hundred twenty (30120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf in the event of a Piggy Back Registration, the Company has the right to suspend use of terminate the prospectus included in such Form F-3 Shelfregistration at its choosing, in each case if the Company shall furnish to the Holders holders a certificate signed by the Chairman of the Board of Directors Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would not be materially detrimental to in the best interests of the Company and its shareholders stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice once in any 12365-month day period in respect of a Demand Registration or hereunder; and provided further that the holders shall provide at least fifteen (15) business days' notice of the date on which they wish the Company to prepare and file a Demand Shelf Registration hereunderStatement with the Commission.

Filing Registration Statement. The Company shall use its commercially reasonable efforts toshall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration or Royce Demand Registration, as the case may be, pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities Insider Shares to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Royce Demand for Shelf RegistrationRegistration Statement, as applicablethe case may be, for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders holders a certificate signed by the Chairman of the Board of Directors Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice once in any 12365-month day period in respect of a Demand Registration or Royce Demand Registration, as the case may be, hereunder; provided, further, that the Insiders shall provide at least fifteen (15) Business Days notice of the date on which they wish the Company to prepare and file a Demand Shelf Registration hereunderStatement with the Commission.

Filing Registration Statement. The Company shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and remain use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders holders of Registrable Securities included in such Registration Statement a certificate signed by the Chief Executive Officer, Chief Financial Officers or Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice in any 12365-month day period in respect of a Demand Registration or a Demand Shelf Registration hereunder.”

Filing Registration Statement. The Subject to Section 2.2.4., the Company shall use its commercially reasonable efforts toshall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration registration on Form S-3 pursuant to Section 2.42.2.4, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty one hundred twenty (30120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf in the event of a Piggy Back Registration, the Company has the right to suspend use of terminate the prospectus included in such Form F-3 Shelfregistration at its choosing, in each case if the Company shall furnish to the Holders holders a certificate signed by the Chairman of the Board of Directors Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would not be materially detrimental to in the best interests of the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice once in any 12365-month day period in respect of a Demand Registration or hereunder; and provided further that the holders shall provide at least fifteen (15) business days’ notice of the date on which they wish the Company to prepare and file a Demand Shelf Registration hereunderStatement with the Commission.

Filing Registration Statement. The Company shall use its commercially reasonable efforts toshall, as expeditiously as possible and in any event within ninety (90) days after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.2 hereof, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities Restricted Shares to be registered thereunder in accordance with Section 2.1.2 hereof and the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.33.1.3 hereof; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders holders a certificate signed by the Chairman of the Board of Directors Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders Shareholders for such Registration Statement to be effected at such time; provided provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso for more than twice one hundred and twenty (120) days in any 12365-month day period in respect of a Demand Registration or hereunder; provided, further, that the Shareholders shall provide at least fifteen (15) Business Days notice of the date on which they wish the Company to prepare and file a Demand Shelf Registration hereunderStatement with the Commission in accordance with this Agreement.

Filing Registration Statement. The Company shall use its commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request 2.1, and for a the first Demand Shelf Registration pursuant to Section 2.4Registration, within six (6) months after the Closing, prepare and file with (or, if available, first confidentially submit to) the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and remain use commercially reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders holders a certificate signed by the Chief Executive Officer or Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders equity holders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than twice in any 12365-month day period in respect of a Demand Registration or a Demand Shelf Registration hereunder.

Filing Registration Statement. The Company shall use its commercially reasonable efforts toRegistrants shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.2, prepare and file with the Commission a Registration Statement on any form for which the Company Registrants then qualifies and qualify or which counsel for the Company Registrants shall deem appropriate and which form shall be available for the sale of all Registrable Securities Restricted Shares to be registered thereunder in accordance with Section 2.1.2 and the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.3; provided, however, that the Company Registrants shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company Registrants shall furnish to the Holders holders a certificate signed by the Chairman Chief Executive Officer of the Board of Directors of the Company Trust stating that, in the good faith judgment of the Board of Directors of the CompanyTrust, it would be materially detrimental to the Company Trust and its shareholders for such Registration Statement to be effected at such time; provided provided, further, however, that the Company Registrants shall not have the right to exercise the right set forth in the immediately preceding proviso for more than twice one hundred and twenty (120) days in any 12365-month day period in respect of a Demand Registration or hereunder; provided, further, that the Shareholders shall provide at least fifteen (15) Business Days notice of the date on which they wish the Registrants to prepare and file a Demand Shelf Registration hereunderStatement with the Commission in accordance with this Agreement.

Filing Registration Statement. The Company shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1 or a request for a Demand Shelf Registration pursuant to Section 2.42.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies and or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and remain use its reasonable best efforts to keep it effective for the period required by Section 3.1.3Effectiveness Period; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration Demand Registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the Holders a certificate signed by the Chairman of the Board of Directors of the Company stating thatif, in the good faith judgment of the Board of Directors of the CompanyCompany (the “Company Board”), it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time and the Board concludes as a result that it is essential to defer the filing of such Registration Statement at such time, in which case the Company shall furnish to the Demanding Holders a certificate signed by the Chairman of the Board or an executive officer of the Company certifying such good faith determination by the Board; provided provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso for more than twice a total of ninety (90) consecutive calendar days, or more than one hundred twenty (120) total calendar days in any 12365-month period in respect of a Demand Registration or a Demand Shelf Registration hereunderday period.