Common use of Filing Registration Statement Clause in Contracts

Filing Registration Statement. Purchaser shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser then qualifies or which counsel for Purchaser 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 best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if Purchaser shall furnish to Investor requesting to include their Registrable Securities in such registration a certificate signed by the President, Chief Executive Officer or Chairman of Purchaser stating that, in the good faith judgment of the Board of Directors of Purchaser, it would be materially detrimental to Purchaser and its shareholders for such Registration Statement to be effected at such time; provided further, however, that Purchaser shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. The Purchaser shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.12.2, prepare and file with the SEC Commission a Registration Statement on any form for which the Purchaser then qualifies or which counsel for the Purchaser 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 reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Purchaser shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if the Purchaser shall furnish to Investor requesting to include their Registrable Securities in such registration the holders a certificate signed by the President, Chief Executive Officer or Chairman of the Purchaser stating that, in the good faith judgment of the Board of Directors of the Purchaser, it would be materially detrimental to the Purchaser and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Purchaser shall not have the right to exercise the right set forth in the immediately preceding foregoing proviso more than once twice in any 365-365 day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser then qualifies or which counsel for Purchaser 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 best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser shall have the right to defer any Demand Registration for up to ninety sixty (9060) 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, in each case if Purchaser shall furnish to Investor requesting to include their Registrable Securities in such registration a certificate signed by the President, Chief Executive Officer or Chairman of Purchaser stating that, in the good faith judgment of the Board of Directors of Purchaser, it would be materially detrimental to Purchaser and its shareholders for such Registration Statement to be effected at such time; provided further, however, that Purchaser shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser shall use its best commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser then qualifies or which counsel for Purchaser 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser shall have the right to defer any Demand Registration for up to ninety sixty (9060) 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, in each case if Purchaser shall furnish to Investor Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser stating that, in the good faith judgment of the Board of Directors of Purchaser, it would be materially detrimental to Purchaser 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 Purchaser to disclose at such time; provided further, however, that Purchaser shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety thirty (9030) 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, in each case if Purchaser Pubco shall furnish to Investor Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChairman, Chief Executive Officer or Chairman Chief Financial Officer of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco 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 Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.12.2, prepare and file with the SEC a Registration Statement on any form for which Purchaser then qualifies or which counsel for Purchaser 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if Purchaser shall furnish to Investor Holders requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of the Board of Directors of Purchaser stating that, in the good faith judgment of the Board of Directors of Purchaser, it would be materially detrimental to Purchaser 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 Purchaser to disclose at such time; provided further, however, that Purchaser shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser then qualifies or which counsel for Purchaser 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser shall have the right to defer any Demand Registration for up to ninety thirty (9030) 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, in each case if Purchaser shall furnish to Investor Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser stating that, in the good faith judgment of the Board of Directors of Purchaser, it would be materially detrimental to Purchaser 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 Purchaser to disclose at such time; provided further, however, that Purchaser shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser then qualifies or which counsel for Purchaser 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser shall have the right to defer any Demand Registration for up to ninety sixty (9060) 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, in each case if Purchaser shall furnish to Investor requesting to include their Registrable Securities in such registration a certificate signed by the President, Chief Executive Officer or Chairman of Purchaser stating thatcase, in the good faith judgment of the Board of Directors of Purchaser, it the filing would be materially detrimental (i) require premature disclosure of material information which is not in the interests of Purchaser to Purchaser and its shareholders for such Registration Statement to be effected disclose at such time, (ii) materially interfere with a significant acquisition, financing, securities offering or other transaction involving the Company, or (iii) render the Company unable to comply with requirements of the Securities Act or the Exchange Act; provided further, however, that Purchaser shall not have the right to exercise the right set forth in the immediately preceding proviso more than once three times in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser PubCo shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser PubCo then qualifies or which counsel for Purchaser PubCo 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 reasonable best efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser PubCo shall have the right to defer any Demand Registration for up to ninety sixty (9060) calendar 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, in each case if Purchaser PubCo shall furnish to Investor the Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser PubCo stating that, in the good faith judgment of the Board of Directors of PurchaserPubCo, it would be materially detrimental to Purchaser PubCo 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 Purchaser PubCo shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if Purchaser Pubco shall furnish to Investor Holders requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco 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 Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 reasonable best efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety thirty (9030) calendar 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, in each case if Purchaser Pubco shall furnish to Investor the Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco 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 Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if Purchaser Pubco shall furnish to Investor Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco 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 provided, further, however, that Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Parent shall be obligated and use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC Commission a Registration Statement on any form for which Purchaser Parent then qualifies or which counsel for Purchaser Parent shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered Registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Parent shall have the right to defer any Demand Registration for up to ninety sixty (9060) calendar days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration Registration to which such Piggy-Back Registration relates, in each case if Purchaser Parent shall furnish to Investor the Investors requesting to include their Registrable Securities in such registration Registration Statement a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser Parent stating that, in the good faith judgment of the Board of Directors of PurchaserParent, it would be materially detrimental to Purchaser Parent 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 Parent to disclose at such time; provided further, however, that Purchaser Parent shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety one hundred twenty (90120) 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, in each case if Purchaser Pubco shall furnish to Investor Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco 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 Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 best reasonable efforts to cause such Registration Statement to become effective and use its best reasonable efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if Purchaser Pubco shall furnish to Investor Investors requesting to include their Registrable Securities in such registration a certificate signed by the PresidentChief Executive Officer, Chief Executive Financial Officer or Chairman of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco 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 Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once twice in any 365-day period in respect of a Demand Registration hereunder.

Filing Registration Statement. Purchaser Pubco shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the SEC a Registration Statement on any form for which Purchaser Pubco then qualifies or which counsel for Purchaser Pubco 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 best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that Purchaser Pubco shall have the right to defer any Demand Registration for up to ninety (90) 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, in each case if Purchaser Pubco shall furnish to Investor requesting to include their Registrable Securities in such registration a certificate signed by the President, Chief Executive Officer or Chairman of Purchaser Pubco stating that, in the good faith judgment of the Board of Directors of PurchaserPubco, it would be materially detrimental to Purchaser Pubco and its shareholders for such Registration Statement to be effected at such time; provided further, however, that Purchaser Pubco shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.