Common use of Initial Registration Procedures Clause in Contracts

Initial Registration Procedures. (a) The Trust shall be entitled to include all or any part of the Registrable Securities in the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same (“Trust Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust may not include any of its Registrable Securities in a Trust Shelf Offering pursuant to this Agreement unless the Trust shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Additional Information”). From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, becomes effective, upon receipt of a completed Questionnaire and such Additional Information that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Information), if any, but in any event within three Business Days after the Company receives the completed Questionnaire and such Additional Information, if any, from the Trust the Company shall use its reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust to be named as a selling securityholder therein and permit the Trust to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period). If the Trust does not deliver a completed written Questionnaire and such Additional Information, as provided for in this Section 3.2(a), the Trust shall not be named as a selling securityholder in the Prospectus until the Trust delivers the same and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust and shall take the actions set forth in this Section 3.2(a) upon expiration of the Blackout Period as though the Trust’s Questionnaire and Additional Information had been delivered on the expiration date of such Blackout Period. (b) The Trust may, by written notice to the Company, request that the Company take any reasonable steps necessary to assist and cooperate with the Trust to facilitate a Trust Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof (and the Initial Registration Statement or Subsequent Registration Statement shall be amended by the Company to reflect the same).

Initial Registration Procedures. (a) The Trust During the Required Period, any Holder shall be entitled entitled, subject to include the remainder of this Section 3.2, to sell all or any part of the Registrable Securities in registered on behalf of such Holder pursuant to the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same Statement (“Trust Holder Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust no Holder may not include any of its Registrable Securities in a Trust Holder Shelf Offering pursuant to this Agreement unless the Trust Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Additional Selling Holder Information”). In order to be named as a selling securityholder in the Initial Registration Statement or Prospectus at the time it initially becomes effective under the Securities Act, each Holder must no later than three Business Days prior to the Effective Date of the Initial Registration Statement, which will be at least 20 days following notice by the Company of the expected initial Effective Date, furnish in writing the completed Questionnaire and such other Selling Holder Information that the Company may reasonably request in writing, if any, to the Company. The Company shall (i) include in the Initial Registration Statement the information from the completed Questionnaire and such other Selling Holder Information, if any, received by the Company at least three Business Days prior to the initial Effective Date of the Initial Registration Statement and the Prospectus, as necessary and (ii) in a manner so that upon such effectiveness of the Initial Registration Statement the Holder shall be named as a selling securityholder and be permitted to deliver (or be deemed to deliver) such Prospectus to purchasers of the Registrable Securities in accordance with applicable law. From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, initially becomes effective, upon receipt of a completed Questionnaire (including any updated Questionnaire) and such Additional other Selling Holder Information (including any updated Selling Holder Information) that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Selling Holder Information), if any, but in any event within three ten Business Days after the Company receives the completed Questionnaire and such Additional other Selling Holder Information, if any, from the Trust the Company shall use its reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust such Holder to be named as a selling securityholder therein and permit the Trust such Holder to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period); provided that the Company shall not be required to file more than one such amendment to the Registration Statement in any rolling 30-day period. If the Trust does Holders that do not deliver a completed written Questionnaire and such Additional Informationother information, as provided for in this Section 3.2(a), the Trust shall not be named as a selling securityholder securityholders in the Prospectus until such Holder delivers such information and the Trust delivers the same appropriate notice and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust such Holder as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional such Selling Holder Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust Holder delivering such Selling Holder Information and shall take the actions set forth in this Section 3.2(a) upon expiration of the Blackout Period as though the Trustsuch Holder’s Questionnaire and Additional Selling Holder Information had been delivered on the expiration date of such Blackout Period. (b) The Trust Any Holder may, by written notice to the Company, request that the Company take any reasonable steps necessary to assist and cooperate with the Trust such Holder to facilitate a Trust Holder Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof thereof. (and c) Subject to the remainder of this Section 3.2(c), a Holder may include in a Holder Shelf Offering the sale, in certain hedging transactions that such Holder may enter into in connection with the Collars, of up to the maximum number of shares of New Common Stock that may be acquired by such Holder pursuant to the Collars (with any shares so sold by a Holder being hereinafter referred to as such Holder’s “Hedged Shares”); provided, however, that each such Holder must give the Company written notice of its desire to do so not later than 20 Business Days prior to the effective date of the Initial Registration Statement or Subsequent Registration Statement shall be amended by the Company to reflect the same)Statement.

Initial Registration Procedures. (a) The Trust During the Required Period, any Holder shall be entitled entitled, subject to include the remainder of this Section 3.2, to sell all or any part of the Registrable Securities in registered on behalf of such Holder pursuant to the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same Statement (“Trust Holder Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust no Holder may not include any of its Registrable Securities in a Trust Holder Shelf Offering pursuant to this Agreement unless the Trust Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Additional Selling Holder Information”). In order to be named as a selling securityholder in the Initial Registration Statement or Prospectus at the time it initially becomes effective under the Securities Act, each Holder must no later than three Business Days prior to the Effective Date of the Initial Registration Statement, which will be at least 20 days from the Filing Date, furnish in writing the completed Questionnaire and such other Selling Holder Information that the Company may reasonably request in writing, if any, to the Company. The Company shall use its reasonable best efforts to cause the Effective Date of the Registration Statement to occur immediately prior to the closing of the Rights Offering. The Company shall (i) include in the Initial Registration Statement the information from the completed Questionnaire and such other Selling Holder Information, if any, received by the Company at least three Business Days prior to the initial Effective Date of the Initial Registration Statement and the Prospectus, as necessary and (ii) in a manner so that upon such effectiveness of the Initial Registration Statement the Holder shall be named as a selling securityholder and be permitted to deliver (or be deemed to deliver) such Prospectus to purchasers of the Registrable Securities in accordance with applicable law. From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, initially becomes effective, upon receipt of a completed Questionnaire (including any updated Questionnaire) and such Additional other Selling Holder Information (including any updated Selling Holder Information) that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Selling Holder Information), if any, but in any event within three seven Business Days after the Company receives the completed Questionnaire and such Additional other Selling Holder Information, if any, from the Trust the Company shall use its reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust such Holder to be named as a selling securityholder therein and permit the Trust such Holder to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period). If the Trust does Holders that do not deliver a completed written Questionnaire and such Additional Informationother information, as provided for in this Section 3.2(a), the Trust shall not be named as a selling securityholder securityholders in the Prospectus until such Holder delivers such information and the Trust delivers the same appropriate notice and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use commerically reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust such Holder as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional such Selling Holder Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust Holder delivering such Selling Holder Information and shall take the actions set forth in this Section 3.2(a) upon expiration of the Blackout Period as though the Trustsuch Holder’s Questionnaire and Additional Selling Holder Information had been delivered on the expiration date of such Blackout Period. (b) The Trust may, by written notice to the Company, request that the Company take any reasonable steps necessary to assist and cooperate with the Trust to facilitate a Trust Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof (and the Initial Registration Statement or Subsequent Registration Statement shall be amended by the Company to reflect the same).

Initial Registration Procedures. (a) The Trust During the Required Period, any Holder shall be entitled entitled, subject to include the remainder of this Section 3.2, to sell all or any part of the Registrable Securities in registered on behalf of such Holder pursuant to the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same Statement (“Trust Holder Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust no Holder may not include any of its Registrable Securities in a Trust Holder Shelf Offering pursuant to this Agreement unless the Trust Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 5.2 (the “Additional Selling Holder Information”). In order to be named as a selling securityholder in the Initial Registration Statement or Prospectus at the time it initially becomes effective under the Securities Act, each Holder must no later than three Business Days prior to the Effective Date of the Initial Registration Statement, which will be at least 20 days from the Filing Date, furnish in writing the completed Questionnaire and such other Selling Holder Information that the Company may reasonably request in writing, if any, to the Company. The Company shall use its reasonable best efforts to cause the Effective Date of the Initial Registration Statement to occur immediately prior to the closing of the Rights Offering. The Company shall (i) include in the Initial Registration Statement the information from the completed Questionnaire and such other Selling Holder Information, if any, received by the Company at least three Business Days prior to the initial Effective Date of the Initial Registration Statement and the Prospectus, as necessary and (ii) in a manner so that upon such effectiveness of the Initial Registration Statement the Holder shall be named as a selling securityholder and be permitted to deliver (or be deemed to deliver) such Prospectus to purchasers of the Registrable Securities in accordance with applicable law. From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, initially becomes effective, upon receipt of a completed Questionnaire (including any updated Questionnaire) and such Additional other Selling Holder Information (including any updated Selling Holder Information) that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Selling Holder Information), if any, but in any event within three seven Business Days after the Company receives the completed Questionnaire and such Additional other Selling Holder Information, if any, from the Trust the Company shall use its reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust such Holder to be named as a selling securityholder therein and permit the Trust such Holder to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period). If the Trust does Holders that do not deliver a completed written Questionnaire and such Additional Informationother information, as provided for in this Section 3.2(a)3.2, the Trust shall not be named as a selling securityholder securityholders in the Prospectus until such Holder delivers such information and the Trust delivers the same appropriate notice and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use commercially reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust such Holder as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional such Selling Holder Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust Holder delivering such Selling Holder Information and shall take the actions set forth in this Section 3.2(a) 3.2 upon expiration of the Blackout Period as though the Trustsuch Holder’s Questionnaire and Additional Selling Holder Information had been delivered on the expiration date of such Blackout Period. (b) The Trust may, by written notice to the Company, request that the Company take any reasonable steps necessary to assist and cooperate with the Trust to facilitate a Trust Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof (and the Initial Registration Statement or Subsequent Registration Statement shall be amended by the Company to reflect the same).

Initial Registration Procedures. (a) The Trust During the Required Period, any Holder shall be entitled entitled, subject to include the remainder of this Section 3.2, to sell all or any part of the Registrable Securities in registered on behalf of such Holder pursuant to the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same Statement (“Trust Holder Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust no Holder may not include any of its Registrable Securities in a Trust Holder Shelf Offering pursuant to this Agreement unless the Trust Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Additional Selling Holder Information”). In order to be named as a selling securityholder in the Initial Registration Statement or Prospectus at the time it initially becomes effective under the Securities Act, each Holder must no later than three Business Days prior to the Effective Date of the Initial Registration Statement, which will be at least 20 days from the Filing Date, furnish in writing the completed Questionnaire and such other Selling Holder Information that the Company may reasonably request in writing, if any, to the Company. The Company shall use its reasonable best efforts to cause the Effective Date of the Registration Statement to occur immediately prior to the closing of the Rights Offering. The Company shall (i) include in the Initial Registration Statement the information from the completed Questionnaire and such other Selling Holder Information, if any, received by the Company at least three Business Days prior to the initial Effective Date of the Initial Registration Statement and the Prospectus, as necessary and (ii) in a manner so that upon such effectiveness of the Initial Registration Statement the Holder shall be named as a selling securityholder and be permitted to deliver (or be deemed to deliver) such Prospectus to purchasers of the Registrable Securities in accordance with applicable law. From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, initially becomes effective, upon receipt of a completed Questionnaire (including any updated Questionnaire) and such Additional other Selling B-5 Holder Information (including any updated Selling Holder Information) that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Selling Holder Information), if any, but in any event within three seven Business Days after the Company receives the completed Questionnaire and such Additional other Selling Holder Information, if any, from the Trust the Company shall use its reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust such Holder to be named as a selling securityholder therein and permit the Trust such Holder to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period). If the Trust does Holders that do not deliver a completed written Questionnaire and such Additional Informationother information, as provided for in this Section 3.2(a), the Trust shall not be named as a selling securityholder securityholders in the Prospectus until such Holder delivers such information and the Trust delivers the same appropriate notice and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use commercially reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust such Holder as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional such Selling Holder Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust Holder delivering such Selling Holder Informa tion and shall take the actions set forth in this Section 3.2(a) upon expiration of the Blackout Period as though the Trustsuch Holder’s Questionnaire and Additional Selling Holder Information had been delivered on the expiration date of such Blackout Period. (b) The Trust may, by written notice to the Company, request that the Company take any reasonable steps necessary to assist and cooperate with the Trust to facilitate a Trust Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof (and the Initial Registration Statement or Subsequent Registration Statement shall be amended by the Company to reflect the same).

Initial Registration Procedures. (a) The Trust During the Required Period, any Holder shall be entitled entitled, subject to include the remainder of this Section 3.2, to sell all or any part of the Registrable Securities in registered on behalf of such Holder pursuant to the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same Statement (“Trust Holder Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust no Holder may not include any of its Registrable Securities in a Trust Holder Shelf Offering pursuant to this Agreement unless the Trust Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Additional Selling Holder Information”). In order to be named as a selling securityholder in the Initial Registration Statement or Prospectus at the time it initially becomes effective under the Securities Act, each Holder must no later than three Business Days prior to the Effective Date of the Initial Registration Statement, which will be at least 15 days following notice by the Company of the expected initial Effective Date (the “Company Registration Notice”), furnish in writing the completed Questionnaire and such other Selling Holder Information that the Company may reasonably request in writing, if any, to the Company. The Company Registration Notice shall set forth (1) the expected initial Effective Date, (2) the date by which Holders must return a completed Questionnaire in order to be named as selling securityholders in the Initial Registration Statement, and (3) if such Company Registration Notice is given prior to the effective date of the Amended Plan, (a) for each class under the Amended Plan receiving shares of New Common Stock (as defined in the Amended Plan), the number of shares of New Common Stock that a holder of $1,000 in Allowed Claims (as defined in the Amended Plan) of such class would receive on the effective date of the Amended Plan and (b) for each series of notes under an Indenture (as defined in the Plan), the amount of the Allowed Claim in Class 1D (as defined in the Amended Plan) that a holder of $1,000 in principal amount of such series would hold pursuant to the Amended Plan. The Company shall include in the Initial Registration Statement the information from the completed Questionnaire and such other Selling Holder Information, if any, received by the Company at least one Business Day prior to the initial Effective Date of the Initial Registration Statement and the Prospectus, as necessary in a manner so that upon such effectiveness of the Initial Registration Statement the Holder shall be named as a selling securityholder and be permitted to deliver (or be deemed to deliver) such Prospectus to purchasers of the Registrable Securities in accordance with applicable law. From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, initially becomes effective, upon receipt of a completed Questionnaire (including any updated Questionnaire) and such Additional other Selling Holder Information (including any updated Selling Holder Information) that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Selling Holder Information), if any, but in any event within three ten Business Days after the Company receives the completed Questionnaire and such Additional other Selling Holder Information, if any, from the Trust the Company shall use its commercially reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust such Holder to be named as a selling securityholder therein and permit the Trust such Holder to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period); provided that the Company shall not be required to file more than one such amendment to the Registration Statement in any rolling 30-day period. If the Trust does Holders that do not deliver a completed written Questionnaire and such Additional Informationother information, as provided for in this Section 3.2(a), the Trust shall not be named as a selling securityholder securityholders in the Prospectus until such Holder delivers such information and the Trust delivers the same appropriate notice and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use commercially reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust such Holder as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional such Selling Holder Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust Holder delivering such Selling Holder Information and shall take the actions set forth in this Section 3.2(a) upon expiration of the Blackout Period as though the Trustsuch Holder’s Questionnaire and Additional Selling Holder Information had been delivered on the expiration date of such Blackout Period. (b) The Trust Any Holder may, by written notice to the Company, request that the Company take any commercially reasonable steps necessary to assist and cooperate with the Trust such Holder to facilitate a Trust Holder Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof thereof. (c) At any time and from time to time after the Initial Registration Statement or Subsequent becomes effective, Holders may request in writing that the Company file a post-effective amendment to the Initial Registration Statement with respect to all or part of their Registrable Securities (which written request shall be amended addressed to the Secretary of the company, shall state that the request is for a post-effective amendment pursuant to this Section 3.2(c) and shall specify (i) the then current name and address of such requesting Holder or Holders, (ii) the aggregate number of shares of Registrable Securities requested to be registered pursuant to such post-effective amendment, (iii) the total number of shares of New Common Stock then held by such requesting Holder or Holders, and (iv) the intended means of distribution); provided, however, that the Company shall only be required to reflect file a post-effective amendment to the sameInitial Registration Statement once per any 90-day period. the Company shall notify each other Holder of such request (by delivering a copy of such request to each such Holder) for a post-effective amendment and each other Holder may, by written notice to the Company given no later than 10 Business Days after the Company’s notice is given to such Holder (which notice shall specify (i) the then-current name and address of the Holder, (ii) the aggregate number of shares of Registrable Securities requested to be registered pursuant to the post-effective amendment by such Holder or group of Holders, and (iii) the total number of shares of New Common Stock then held by such Holder), request that all or part of such Holder’s Registrable Securities be included in such post-effective amendment. The Company shall file a post-effective amendment covering such requesting Holder’s or Holders’ Registrable Securities requested to be registered as promptly as practicable after receipt of such request. At any time after the Initial Registration Statement ceases to be effective for a period of thirty (30) days or more and there are Registrable Securities outstanding, the Holders of such Registrable Securities shall be entitled to request a Demand Registration with respect to such shares in accordance with Sections 4.1(a) and 4.1(b).

Initial Registration Procedures. (a) The Trust During the Required Period, any Holder shall be entitled to include sell all or any part of the Registrable Securities in registered on behalf of such Holder pursuant to the Initial Registration Statement, if it still is in effect at such time as the Trust desires to include Registrable Securities thereunder, or the Subsequent Registration Statement, as the case may be, by sending written request to the Company to include the same Statement (“Trust Holder Shelf Offering”). Notwithstanding any other provision of this Agreement, the Trust no Holder may not include any of its Registrable Securities in a Trust Holder Shelf Offering pursuant to this Agreement unless the Trust Holder shall provide to the Company a fully completed notice and questionnaire in substantially the form set forth in Exhibit A hereto (the “Questionnaire”) and such other information in writing as may be reasonably requested by the Company pursuant to Section 7.2 (the “Additional Selling Holder Information”). In order to be named as a selling securityholder in the Initial Registration Statement or Prospectus at the time it initially becomes effective under the Securities Act, each Holder must no later than 20 days following notice by the Company of such filing, furnish in writing the completed Questionnaire and such other Selling Holder Information that the Company may reasonably request in writing, if any, to the Company. The Company shall (i) include the information from the completed Questionnaire and such other Selling Holder Information, if any, received by the Company at least three Business Days prior to the initial Effective Date of the Registration Statement and the Prospectus, as necessary and (ii) in a manner so that upon such effectiveness of the Registration Statement the Holder shall be named as a selling securityholder and be permitted to deliver (or deemed to deliver) such Prospectus to purchasers of the Registrable Securities in accordance with applicable law. From and after the date that the Initial Registration Statement or the Subsequent Registration, as applicable, initially becomes effective, upon receipt of a completed Questionnaire and such Additional other Selling Holder Information that the Company may reasonably request in writing (including any amendments to any prior Questionnaire or Additional Selling Holder Information), if any, but in any event within three ten Business Days after the Company receives the completed Questionnaire and such Additional other Selling Holder Information, if any, from the Trust the Company shall use its reasonable best efforts to file any amendments or supplements to the Initial Registration Statement, Subsequent Registration Statement or Prospectus or the documents incorporated by reference therein necessary for the Registrable Securities that the Trust requests to be included in the Initial Registration Statement or the Subsequent Registration Statement to be included therein and for the Trust such Holder to be named as a selling securityholder therein and permit the Trust such Holder to deliver (or be deemed to deliver) the Prospectus to purchasers of the Registrable Securities (subject to the Company’s rights during a Blackout Period); provided that the Company shall not be required to file more than one such amendment to the Registration Statement in any rolling 30-day period. If the Trust does Holders that do not deliver a completed written Questionnaire and such Additional Informationother information, as provided for in this Section 3.2(a), the Trust shall not be named as a selling securityholder securityholders in the Prospectus until such Holder delivers such information and the Trust delivers the same appropriate notice and other periods called for by this Agreement shall have elapsed. If the Company shall file a post-effective amendment to the Initial Registration Statement or the Subsequent Registration Statement, it shall use reasonable best efforts to cause such post-effective amendment to be declared effective under the Securities Act as promptly as is reasonably practicable and notify the Trust such Holder as promptly as practicable after the effectiveness under the Securities Act of any post-effective amendment filed pursuant to this Article III. If the Questionnaire and Additional such Selling Holder Information is delivered by the Trust during a Blackout Period, the Company shall so inform the Trust Holder delivering such Selling Holder Information and shall take the actions set forth in this Section 3.2(a) upon expiration of the Blackout Period as though the Trustsuch Holder’s Questionnaire and Additional Selling Holder Information had been delivered on the expiration date of such Blackout Period. (b) The Trust Any Holder may, by written notice to the Company, request that the Company take any reasonable steps necessary to assist and cooperate with the Trust such Holder to facilitate a Trust Holder Shelf Offering, subject to the provisions of this Agreement. Such written notice shall specify the number of shares of Registrable Securities proposed to be sold and shall also specify the intended method of disposition thereof (and the Initial Registration Statement or Subsequent Registration Statement shall be amended by the Company to reflect the same)thereof.