Form of Registration Statement. A registration pursuant to this Section 2 shall be on such appropriate registration form of the Commission as shall (i) be selected by the Company and be reasonably acceptable to the Majority Selling Holders and (ii) permit the disposition of the Registrable Securities in accordance with the intended method or methods of disposition specified in the request pursuant to Section 2(a).
Form of Registration Statement. The Company 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, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies 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) and plan of distribution thereof; provided, that the Company shall have the right to defer any Demand Registration 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, in each case if the Company shall furnish to the holders a certificate signed by the Chief Executive Officer or Chairman of the Board 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 stockholders for such Registration Statement to be effected at such time; provided, further, that the Company 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. In addition, the Company may elect to register for resale shares of Common Stock held by other security holders of the Company, so long as (i) the Registrable Securities of the Selling Demand Holders to be registered will not be reduced thereby; (ii) if such registration is an underwritten offering, such other security holders agree in writing to sell the Common Stock on the same terms and conditions as apply to the Registrable Securities being sold by the Holders, (iii) any Common Stock held by other security holders of the Company to be registered for resale and/or resold will not, in the opinion of the managing Underwriter(s) adversely affect the proposed offering price, the timing, the distribution method, or the probability of success of such offering of the Registrable Securities being sold; and (iv) the Company will be responsible for any and all costs (including reasonable attorneys’ fees) incurred by the Selling Demand Holders arising out of the registration of such other security holder’s Common Stock. Riverwood (if any XX Xxxxxx is participating in the Demand Registration) or the Demand Holder(s) (if no XX Xxxxxx i...
Form of Registration Statement. If, in connection with a Demand Registration, the Company proposes to effect such registration through the filing of a Registration Statement on a particular registration form available for such registration under the 1933 Act and either the underwriters or managing underwriter, selling or placement agent or managing selling or placement agent or syndicate manager, if any, in connection with such Demand Registration shall advise the Company in writing of its or their reasonable and good faith opinion that the use of another available form is of material importance to the success of the proposed offering or sale or other distribution contemplated, then such Demand Registration shall be effected on such other form.
Form of Registration Statement. Unless otherwise provided herein, any such Registration Statement referred to in this Agreement shall be on Form S-3, unless the Corporation is not then eligible to file a registration statement on Form S-3 under the Securities Act, in which case such Registration Statement shall be on Form S-1. Such Registration Statement also shall cover, to the extent allowable under the Securities Act and the rules promulgated thereunder (including Rule 416 under the Securities Act), such indeterminate number of additional shares of Common Stock resulting from stock splits, stock dividends or similar transactions with respect to the Registrable Securities. Such Registration Statement may include shares of Common Stock and other securities for the account of other holders without the prior written consent of the Required Purchasers, provided that the inclusion of such shares of Common Stock or securities shall not have a material adverse effect on the offer and sale of the shares registered under such Registration Statement. The Registration Statement (and each amendment or supplement thereto, and each request for acceleration of effectiveness thereof) shall be provided to the Purchasers and their counsel prior to its filing or other submission, and the Corporation shall include therein the reasonable comments of the Purchasers or their counsel.
Form of Registration Statement. In the event that Form S-3 is not available for the registration of the resale of Registrable Securities hereunder, the Company shall (i) register the resale of the Registrable Securities on another appropriate form reasonably acceptable to the Holders and (ii) undertake to register the Registrable Securities on Form S-3 promptly after such form is available, provided, that the Company shall maintain the effectiveness of the Registration Statement then in effect until such time as a Registration Statement on Form S-3 covering such Registrable Securities has been declared effective by the SEC.
Form of Registration Statement. On or before the sixtieth (60th) day following a Demand, the Company file with the SEC a registration statement under the Securities Act covering the resale of the number of Registrable Securities elected pursuant to Section 2.1 to be included in such registration. In addition, the Company may elect to register for resale shares of Common Stock held by other security holders of the Company, so long as (i) the Registrable Securities of the Selling Demand Holders to be registered will not be reduced thereby; (ii) if such registration is an underwritten offering, such other security holders agree in writing to sell the Common Stock on the same terms and conditions as apply to the Registrable Securities being sold so long as any Common Stock to be sold pursuant to this clause (ii) will not, in the opinion of the managing underwriter(s) adversely affect the offering price of the Registrable Securities being sold; and (iii) the Company will be responsible for any and all costs (including reasonable attorneys’ fees) incurred by the Selling Demand Holders arising out of the registration of such other security holder’s Common Stock.
Form of Registration Statement. The Company shall select the registration statement form for any registration pursuant to this Section 3(b); provided that if any registration pursuant to this Section 3(b) is effected by the filing of a Registration Statement on Form S-3 (or any successor or similar short-form registration statement), and if the managing underwriter of an underwritten offering initiated pursuant to clause (iv) of this Section 3(b) advises the Company in writing that, in its opinion, additional disclosure is required in the Prospectus, the Company shall promptly amend or supplement the Registration Statement (including by post-effective amendment) or Prospectus.
Form of Registration Statement. Registrations under Section 2 and Section 3 shall be on such appropriate registration forms (i) as shall be selected by the Company and (ii) as required by the 1933 Act. If, in connection with any registration under Section 2 or Section 3 that is proposed to be on any short form registration statement, the managing underwriters , if any, shall advise the Company in writing that in their opinion the inclusion of additional information would be appropriate, then such registration shall include such additional information.
Form of Registration Statement. On or before the ninetieth (90th) day following a Demand, the Company shall prepare and file with the SEC a registration statement on Form S-3 (or if the Company is not eligible to utilize Form S-3 for a registration of this type, such other form as may be available to the Company) as a "shelf" registration statement under Rule 415 of the Securities Act covering the resale of the number of Registrable Securities then issuable on exercise of the Warrants or previously issued and not covered by a registration statement. In addition, the Company may elect to register for resale shares of Common Stock held by other security holders of the Company.
Form of Registration Statement. On or before the thirtieth (30th) day following a Demand, the Company shall initiate preparation of a registration statement to file with the SEC a registration statement under the Securities Act covering the resale of the number of Registrable Securities then issuable to the Selling Demand Holders on exercise of the Preferred Stock or previously issued to the Selling Demand Holders and not covered by a registration statement. In addition, the Company may elect to register for resale shares of Common Stock held by other security holders of the Company, so long as (i) the Registrable Securities of the Selling Holders to be registered will not be reduced thereby; (ii) if such registration is an underwritten offering, such other security holders agree in writing to sell the Common Stock on the same terms and conditions as apply to the Registrable Securities being sold; and (iii) the Company will be responsible for any and all costs (including reasonable attorneys' fees) incurred by the Selling Demand Holders arising out of the registration of such other security holder's Common Stock.
