Common use of Initial Shelf Registration Statement Clause in Contracts

Initial Shelf Registration Statement. The Initial Shelf Registration Statement shall be on Form S-1, Form S-3 or another appropriate form permitting registration of such Registrable Securities for resale by such Holders in accordance with the methods of distribution reasonably elected by the Holders and set forth in the Initial Shelf Registration Statement; provided that in no event will such method(s) of distribution take the form of an underwritten offering of the Registrable Securities without the prior agreement of the Company. The Company shall use commercially reasonable efforts to cause the Initial Shelf Registration Statement to be declared effective under the Securities Act no later than the date (the "Effectiveness Deadline Date") that is 180 days after the Issue Date, and to keep the Initial Shelf Registration Statement (or any Subsequent Shelf Registration Statement) continuously effective under the Securities Act until the expiration of the Effectiveness Period. Each Holder that became a Notice Holder on or prior to the date 10 Business Days prior to the time that the Initial Shelf Registration Statement became effective shall be named as a selling security holder in the Initial Shelf Registration Statement and the related Prospectus in such a manner as to permit such Holder to deliver such Prospectus to purchasers of Registrable Securities in accordance with applicable law (other than laws not generally applicable to all such Holders). Notwithstanding the foregoing, no Holder shall be entitled to have the Registrable Securities held by it covered by such Shelf Registration Statement unless such Holder has provided a Notice and Questionnaire in accordance with Section 2(d) and is in compliance with Section 4.

Initial Shelf Registration Statement. The By the 30th day after the Form 10 is declared to be effective by the Commission, the Company shall file with the Commission a registration statement (the “Initial Shelf Registration Statement”) relating to the offer and sale of Registrable Securities by the Holders to the public, from time to time, on a delayed or continuous basis (but not involving any underwritten offering); provided that if the Form 10 is declared to be effective by the Commission on a date that is more than 90 days after the Effective Date, the Company shall file the Initial Shelf Registration Statement shall by no later than 10 days after the Form 10 is declared to be on Form S-1, Form S-3 or another appropriate form permitting registration of such Registrable Securities for resale by such Holders in accordance with the methods of distribution reasonably elected effective by the Holders and set forth in Commission. Except as otherwise provided herein, the Initial Shelf Registration Statement; provided that in no event will such method(s) of distribution take the form of an underwritten offering of the Registrable Securities without the prior agreement of the Company. The Company shall use commercially its reasonable best efforts to (i) cause the Initial Shelf Registration Statement to be declared effective under by the Securities Act no later than the date (the "Effectiveness Deadline Date") that is 180 days after the Issue DateCommission as soon as practicable thereafter, and to (ii) keep the Initial Shelf Registration Statement continuously effective and, except as otherwise expressly permitted herein in Section 4, not to suspend use of the prospectus included therein in order to permit the prospectus included therein to be usable by the Holders until the earliest to occur of the following: (A) there are no longer any Registrable Securities, (B) until the Company has filed a Short-Form Registration or any Subsequent an Automatic Shelf Registration Statementregistering all of the Registrable Securities, and such registration statement has been declared effective, or (C) continuously effective under the Securities Act until the expiration of the Effectiveness Required Period. Each Holder that became a Notice Holder on or prior to the date 10 Business Days prior to the time that the An Initial Shelf Registration Statement became effective shall be named as a selling security holder in filed pursuant to this Section 2(a) or the Initial Shelf Registration Statement and the related Prospectus in such a manner as to permit such Holder to deliver such Prospectus to purchasers of Registrable Securities in accordance with applicable law (use thereof for any sale other than laws pursuant to an underwritten offering shall not generally applicable to all such Holders). Notwithstanding count as the foregoing, no Holder shall be entitled to have the Registrable Securities held by it covered by such Shelf Registration Statement unless such Holder has provided use of a Notice and Questionnaire in accordance with Section 2(d) and is in compliance with Section 4Demand Registration.

Initial Shelf Registration Statement. The Subject to the conditions set forth in this Agreement, the Company shall use reasonable efforts to cause to be filed with the Securities and Exchange Commission (the "SEC"), within thirty (30) days of the Closing Date, a registration statement (the "Initial Shelf Registration Statement shall be on Form S-1Statement") under Rule 415 of the Securities Act relating to the original issuance by the Company of shares of Common Stock in connection with the redemption of Holders' Units, Form S-3 or another appropriate form permitting in the alternative if the registration of such original issuance is not practicable, the sale by Holders of Registrable Securities for resale by such Holders Shares in the form of the Common Stock to be received in connection with the redemption of Holders' Units, all in accordance with the methods of distribution reasonably elected by the Holders terms hereof, and set forth in the Initial Shelf Registration Statement; provided that in no event will such method(s) of distribution take the form of an underwritten offering of the Registrable Securities without the prior agreement of the Company. The Company shall use commercially reasonable efforts to cause the Initial Shelf Registration Statement to be declared effective under by the Securities Act no later than the date (the "Effectiveness Deadline Date") that is 180 days after the Issue Date, and SEC. The Company agrees to use reasonable efforts to keep the Initial Shelf Registration Statement continuously effective until the earliest of (i) the date on which the Holders no longer hold any Registrable Shares, or any Subsequent (ii) five (5) years from the Closing Date (the "Initial Shelf Registration StatementExpiration Date") continuously effective under the Securities Act until the expiration of the Effectiveness Period. Each Holder that became a Notice Holder on or prior to The time between the date 10 Business Days prior to on which the time that Initial Shelf Registration. Statement first becomes effective and the Initial Shelf Registration Statement became effective shall be named Expiration Date is hereinafter referred to as a selling security holder in the "Initial Shelf Registration Statement and the related Prospectus in such a manner as to permit such Holder to deliver such Prospectus to purchasers of Registrable Securities in accordance with applicable law (other than laws not generally applicable to all such Holders). Notwithstanding the foregoing, no Holder shall be entitled to have the Registrable Securities held by it covered by such Shelf Registration Statement unless such Holder has provided a Notice and Questionnaire in accordance with Section 2(d) and is in compliance with Section 4Period."

Initial Shelf Registration Statement. The By the 30th day after the Form 10 is declared to be effective by the Commission, the Company shall file with the Commission a registration statement (the “Initial Shelf Registration Statement”) relating to the offer and sale of Registrable Securities by the Holders to the public, from time to time, on a delayed or continuous basis (but not involving any underwritten offering); provided that if the Form 10 is declared effective by the Commission on a date that is more than 90 days after the Effective Date, the Company shall file the Initial Shelf Registration Statement shall by no later than 10 days after the Form 10 is declared to be on Form S-1, Form S-3 or another appropriate form permitting registration of such Registrable Securities for resale by such Holders in accordance with the methods of distribution reasonably elected effective by the Holders and set forth in Commission. Except as otherwise provided herein, the Initial Shelf Registration Statement; provided that in no event will such method(s) of distribution take the form of an underwritten offering of the Registrable Securities without the prior agreement of the Company. The Company shall use commercially its reasonable best efforts to (i) cause the Initial Shelf Registration Statement to be declared effective under by the Securities Act no later than the date (the "Effectiveness Deadline Date") that is 180 days after the Issue DateCommission as soon as practicable thereafter, and to (ii) keep the Initial Shelf Registration Statement continuously effective and, except as otherwise expressly permitted herein in Section 4, not to suspend use of the prospectus included therein in order to permit the prospectus included therein to be usable by the Holders until the earliest to occur of the following: (A) there are no longer any Registrable Securities, (B) until the Company has filed a Short-Form Registration or any Subsequent an Automatic Shelf Registration Statementregistering all of the Registrable Securities, and such registration statement has been declared effective, or (C) continuously effective under the Securities Act until the expiration of the Effectiveness Required Period. Each Holder that became a Notice Holder on or prior to the date 10 Business Days prior to the time that the An Initial Shelf Registration Statement became effective shall be named as a selling security holder in filed pursuant to this Section 2(a) or the Initial Shelf Registration Statement and the related Prospectus in such a manner as to permit such Holder to deliver such Prospectus to purchasers of Registrable Securities in accordance with applicable law (use thereof for any sale other than laws pursuant to an underwritten offering shall not generally applicable to all such Holders). Notwithstanding count as the foregoing, no Holder shall be entitled to have the Registrable Securities held by it covered by such Shelf Registration Statement unless such Holder has provided use of a Notice and Questionnaire in accordance with Section 2(d) and is in compliance with Section 4Demand Registration.