Form of Registration. If the Company files the Initial Shelf on Form S-3 (a “Form S-3 Shelf”) and thereafter the Company becomes ineligible to use Form S-3 for secondary sales, the Company shall use its commercially reasonable efforts to file the Initial Shelf on Form S-1 as promptly as practicable to replace the shelf registration statement that is on Form S-3 and have the Initial Shelf declared effective as promptly as practicable and to cause such Initial Shelf to remain effective, and to be supplemented and amended to the extent necessary to ensure that such Initial Shelf is available or, if not available, that another Registration Statement is available, for the public resale of all the Registrable Securities held by the Holders until all such Registrable Securities have ceased to be Registrable Securities.
Form of Registration. The Demand Registration will be on Form -------------------- S-3 whenever the Company is permitted to use that form, unless the holders of a Majority of the Registrable Securities or the underwriter reasonably request registration on an expanded form. The Company will use its best commercial efforts to qualify for registration on Form S-3.
Form of Registration. Rights Agreement Exhibit I.............Form of Corporate Governance Agreement Exhibit J.............Form of Stanford Officer's Certificate Exhibit K.............Form of Company Legal Opinion Exhibit L.............
Form of Registration. The Company shall be entitled to use a Form S-3 or any similar short form registration statement for a Demand Registration if the Company is eligible to use such a form. Notwithstanding anything to the contrary herein, if at any time the Company is not eligible to use a Form S-3 or any similar short form registration statement for any reason, any references in this Agreement to registrations on Form S-3 or any similar short form registration statement shall be deemed to be references to registrations on Form S-1 or any similar long form registration statement which the Company is then eligible to use.
Form of Registration. Rights Joinder Agreement. ((S) 8.3(d)). -iv- AGREEMENT AND PLAN OF MERGER ---------------------------- THIS AGREEMENT AND PLAN OF MERGER (this "Agreement") is made and entered into as of March 31, 1998, by and among ACSYS, INC. ("ACSYS"), A GEORGIA CORPORATION; ICON MERGER SUBSIDIARY, INC. ("SUB"), A GEORGIA CORPORATION; ICON SEARCH & CONSULTING, INC. ("ICON"), A GEORGIA CORPORATION; AND THE SHAREHOLDERS OF ICON IDENTIFIED IN SCHEDULE I HERETO (EACH A "SHAREHOLDER" AND COLLECTIVELY THE "SHAREHOLDERS").
Form of Registration. Cum – Membership Certificate
Form of Registration. The Company shall use its best efforts to qualify for registration on Form S-2 and Form S-3 or any comparable or successor form or forms; and to that end the Company shall register (whether or not required by law to do so) the Common Stock under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) in accordance with the provisions of the Exchange Act following the effective date of the first registration of any securities of the Company on Form S-1, Form SB-1, Form SB-2 or Form S-4 or any comparable or successor form or forms. After the Company has qualified for the use of either Form S-2 or Form S-3, or both, in addition to the rights contained in the foregoing provisions of this Agreement, the Holders shall have the right to request registration on Form S-2 or Form S-3 (such requests shall be in writing and shall state the number of shares of Registrable Securities to be disposed of and the intended methods of disposition of such shares by the Holders); provided, however, that in the event that the Company is qualified for the use of Form S-2 but is not qualified for the use of Form S-3, the Company shall not be obligated to effect, or to take any action to effect, any such registration on Form S-2 after the Company has affected three such registrations pursuant to this Section 6 and such registrations have been declared or ordered effective and the sales of such Registrable Securities shall have closed.
Form of Registration. The Company shall not be required to include Registrable Stock in the securities covered by a registration statement on any form which limits the amount of securities which may be registered by the issuer and/or selling security holders, if, and to the extent that such inclusion would make the use of such form unavailable, so long as no other shares are to be included in such securities for the account of any Person other than the Company.
Form of Registration. In the event that Form S-3 is not available for the registration of the resale of the Registrable Securities hereunder, the Company shall (i) register the Registrable Securities on Form S-1 or another appropriate form reasonably acceptable to the Buyer and (ii) undertake to register such Registrable Securities on Form S-3 (by post-effective amendment to the existing Registration Statement or otherwise) as soon as such form is available; provided that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Form S-3 covering the Registrable Securities has been declared effective by the SEC.
Form of Registration. In the event a hearing for the California Permit is not issued by the California Department of Corporations by January 31, 2002, Parent, Merger Sub and the Company will promptly commence preparation of a registration statement on Form S–4 (the “S-4”) pursuant to Section 5.2.2.
