Common use of Obligation to File and Maintain Clause in Contracts

Obligation to File and Maintain. Promptly following the Commencement Date, the Company will use commercially reasonable efforts to file with the Commission a registration statement under the Securities Act for the offering on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration"). The Shelf Registration shall be on an appropriate form and the Shelf Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser may from time to time notify the Company, including, without limitation, the sale of some or all of the Registrable Securities in a public offering or, if requested by a Purchaser, subject to receipt by the Company of such information (including information relating to Purchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from registration requirements of the Securities Act in which the seller undertakes to effect registration after the completion of such offering in order to permit such shares to be freely tradeable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller undertakes to effect a registration after the conclusion of such placement to permit such shares to be freely tradeable by the purchasers thereof or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller undertakes to effect a registration after the conclusion of such transaction to permit such shares to be freely tradeable by the purchasers thereof. The Company shall use commercially reasonable efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of the Company (the "Effectiveness Period"). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially reasonable efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing.

Obligation to File and Maintain. Promptly At any time beginning two weeks prior to and ending two weeks following the Commencement Datedate the Preferred Units are first redeemable for Company Preferred Stock, the Company will use commercially reasonable its best efforts to file cause to be filed with the Commission a registration statement under the Securities Act for the offering on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration")) and will use its best efforts to cause such Shelf Registration to be declared effective by the Commission as soon as practicable thereafter. The Shelf Registration shall provide (x) that upon any redemption of the Units and the Preferred Units pursuant to the Operating Partnership Agreement and the Operating Partnership Amendment that is satisfied with shares of the Company Common Stock or Company Preferred Stock, the Existing Partners shall receive shares of Company Common Stock and Company Preferred Stock that shall be registered under the Securities Act pursuant to the Shelf Registration and (y) for the offer and sale on a continuous basis in the future of all of the Registrable Securities. The Shelf Registration shall be on an appropriate form and the Shelf Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser the Existing Partners may from time to time notify the Company, including, without limitation, including the sale of some or all of the Registrable Securities in a public offering or, if requested by a Purchaserthe Existing Partners, subject to receipt by the Company of such information (including information relating to Purchaserspurchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller Company undertakes to effect registration of such shares as soon as possible after the completion of such offering in order to permit such shares to be freely tradeable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such placement to permit such shares to be freely tradeable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such transaction to permit such shares to be freely tradeable by the purchasers thereof. The Company shall use commercially reasonable its best efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter on the first date that there are no Registrable Securities (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of it being understood that the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of Existing Partners shall promptly notify the Company (the "Effectiveness Period"of such sale). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser the Existing Partners or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially its reasonable best efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing. Notwithstanding the foregoing, the Existing Partners shall be prohibited from utilizing this Shelf Registration for purposes of reselling any Registrable Securities earlier than one year following the date hereof.

Obligation to File and Maintain. Promptly following No later than three months prior to the Commencement Datedate the Notes are first convertible into Company Common Stock, the Company will shall use commercially reasonable its best efforts to file cause to be filed with the Commission a registration statement under the Securities Act for the offering on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration")) and will use its best efforts to cause such Shelf Registration to be declared effective by the Commission as soon as practicable thereafter. The Shelf Registration shall provide (x) that upon any conversion of the Notes pursuant to the Note Purchase Agreement that is satisfied with shares of the Company Common Stock, Investor shall receive shares of Company Common Stock that shall be registered under the Securities Act pursuant to the Shelf Registration and (y) for the offer and sale on a continuous basis in the future of all of the Registrable Securities. The Shelf Registration shall be on an appropriate form and the Shelf Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser Investor may from time to time notify instruct the Company, including, without limitation, including the sale of some or all of the Registrable Securities in a public offering or, if requested by a PurchaserInvestor, subject to receipt by the Company of such information (including information relating to Purchaserspurchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller Company undertakes to effect registration of such shares, as soon as possible after the completion of such offering in order to permit such shares to be freely tradeable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares, after the conclusion of such placement to permit such shares to be freely tradeable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such transaction to permit such shares to be freely tradeable by the purchasers thereof. The Company shall use commercially reasonable its best efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter on the first date that there are no Registrable Securities (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of it being understood that Investor shall promptly notify the Company (the "Effectiveness Period"of such sale). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser Investor or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially its reasonable best efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing. Notwithstanding the foregoing, Investor shall be prohibited from utilizing this Shelf Registration for purposes of reselling any Registrable Securities earlier than two years following the date hereof.

Obligation to File and Maintain. Promptly following At any time, promptly upon the Commencement Datewritten request of Buyer, or the Advancing Party, the Company will use commercially reasonable its best efforts to file file, at a time specified in such request but not before the earlier of (a) the first anniversary of the Qualified Underwritten Offering and (b) the second anniversary of the Initial Closing, with the Commission a registration statement under the Securities Act for the offering on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration"). The Shelf Registration shall be on an appropriate form and the Shelf Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser Buyer may from time to time notify the Company, including, without limitation, including the sale of some or all of the Registrable Securities in a public offering or, if requested by a PurchaserBuyer, or the Advancing Party, subject to receipt by the Company of such information (including information relating to Purchaserspurchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller Company undertakes to effect registration of such shares as soon as possible after the completion of such offering in order to permit such shares to be freely tradeable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such placement to permit such shares to be freely tradeable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such transaction to permit such shares to be freely tradeable by the purchasers thereof. The Company shall use commercially reasonable its best efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter (not including periods during such period of effectiveness which on the first date that there are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of the Company (the "Effectiveness Period")no Registrable Securities. During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser Buyer or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially its reasonable best efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing.

Obligation to File and Maintain. Promptly At any time and from time to time following the Commencement Datedate on which the Buyer holds in excess of 250,000 shares of Registrable Securities, promptly upon the written request of Buyer, the Company will use commercially reasonable its best efforts to file with the Commission a registration statement under the Securities Act for the offering on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration"). The Shelf Registration shall be on an appropriate form form, and the Shelf Registration and any form of prospectus included therein or prospectus supplement relating thereto thereto, shall reflect such plan of distribution or method of sale as a Purchaser Buyer may from time to time notify the Company, including, without limitation, including the sale of some or all of the Registrable Securities in a public offering or, if requested by a PurchaserBuyer, subject to receipt by the Company of such information (including information relating to Purchaserspurchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller Company undertakes to effect registration of such shares as soon as possible after the completion of such offering in order to permit such shares to be freely tradeable tradable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such placement to permit such shares to be freely tradeable tradable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller Company undertakes to effect a registration register such shares after the conclusion of such transaction to permit such shares to be freely tradeable tradable by the purchasers thereof. The Company shall use commercially reasonable its best efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter on the first date that there are no Registrable Securities (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of Buyer to promptly notify the Company (the "Effectiveness Period"of such). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act Act, or if reasonably requested by a Purchaser Buyer or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially its reasonable best efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing. Notwithstanding anything to the contrary provided herein, Buyer's rights pursuant to this Section 2 shall be effective not earlier than one year following the date hereof.

Obligation to File and Maintain. Promptly following the Commencement Date, the The Company will use commercially reasonable efforts to shall file with the Commission a registration statement under covering all of the Registrable Securities Act for and which shall include a number of shares of Common Stock issuable upon the offering exercise of all of the shares of Preferred Stock issued hereunder, the Warrants issued or which may be issued hereunder and the number of shares of Common Stock issuable upon conversion of any Additional Preferred Stock (assuming that the Additional Preferred Stock Price Per Share multiplied by 0.85 equals $4.50), on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration"). The Shelf Registration shall be amended from time to time to include a number of shares of Common Stock sufficient to include all shares of Common Stock issuable upon exercise or conversion of all equity securities issued pursuant to this Agreement or upon conversion or exercise of the Warrants, the Preferred Stock or the Additional Preferred Stock. The Common Stock registered under the Shelf Registration shall be reserved for the Common Stock issuable upon the exercise or conversion of the securities issued pursuant to this Agreement or exercise of the Warrants, the Preferred Stock or the Additional Preferred Stock. The Shelf Registration shall be on an appropriate form and the Shelf such Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser the holders of Registrable Securities may from time to time notify the Company, including, without limitation, including (I) the sale of some or all of the Registrable Securities in a public offering or, (II) if requested by a Purchaserthe any holder of Registrable Securities, subject to receipt by the Company of such information (including information relating to Purchaserspurchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller any holder of Registrable Securities undertakes to effect registration after the completion of such offering in order to permit such shares to be freely tradeable tradable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller any holder of Registrable Securities undertakes to effect a registration after the conclusion of such placement to permit such shares to be freely tradeable tradable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller any holder of Registrable Securities undertakes to effect a registration after the conclusion of such transaction to permit such shares to be freely tradeable tradable by the purchasers thereof. The Company shall use commercially reasonable efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of the Company (the "Effectiveness Period"). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially reasonable efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing.

Obligation to File and Maintain. Promptly following the Commencement Date, the Company will use commercially reasonable efforts to Equalnet shall file with the Commission a registration statement under covering all of the Securities Act for the offering Registrable Securities, on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration"). The Shelf Registration shall be amended from time to time to include a number of shares of Common Stock sufficient to include all shares of Common Stock held by the Purchasers including shares which may be obtained upon conversion of the Convertible Note (as defined the Merger Agreement). The Common Stock registered under the Shelf Registration shall be reserved for the Securities held by the Purchasers and their Affiliates. The Shelf Registration shall be on an appropriate form and the Shelf such Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser the holders of Registrable Securities may from time to time notify the CompanyEqualnet, including, without limitation, including (I) the sale of some or all of the Registrable Securities in a public offering or, (II) if requested by a Purchaserthe any holder of Registrable Securities, subject to receipt by the Company Equalnet of such information (including information relating to Purchaserspurchasers) as the Company Equalnet reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller any holder of Registrable Securities undertakes to effect registration after the completion of such offering in order to permit such shares to be freely tradeable tradable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller any holder of Registrable Securities undertakes to effect a registration after the conclusion of such placement to permit such shares to be freely tradeable tradable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller any holder of Registrable Securities undertakes to effect a registration after the conclusion of such transaction to permit such shares to be freely tradeable tradable by the purchasers thereof. The Company shall use commercially reasonable efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of the Company (the "Effectiveness Period"). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially reasonable efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing.

Obligation to File and Maintain. Promptly following On or prior to the Commencement Final Registration Date, the Company will use commercially reasonable efforts to shall file with the Commission a registration statement under covering all of the Registrable Securities Act for and which shall include a number of shares of Common Stock issuable upon the offering conversion of all of the shares of Preferred Stock issued on a continuous or delayed basis in the future of all of the Registrable Securities and will use commercially reasonable efforts to have it declared effective as promptly as practicable following the Commencement Date (the "Shelf Registration"). The Shelf Registration shall be amended from time to time to include a number of shares of Common Stock sufficient to include all shares of Common Stock issuable upon exercise or conversion of all Preferred Stock. The Shelf Registration shall be on an appropriate form and the Shelf such Registration and any form of prospectus included therein or prospectus supplement relating thereto shall reflect such plan of distribution or method of sale as a Purchaser the holders of Registrable Securities may from time to time notify the Company, including, without limitation, including (I) the sale of some or all of the Registrable Securities in a public offering or, (II) if requested by a Purchaserany holder of Registrable Securities, subject to receipt by the Company of such information (including information relating to Purchaserspurchasers) as the Company reasonably may require, (i) in a transaction constituting an offering outside the United States which is exempt from the registration requirements of the Securities Act in which the seller any holder of Registrable Securities undertakes to effect registration after the completion of such offering in order to permit such shares to be freely tradeable tradable in the United States, (ii) in a transaction constituting a private placement under Section 4(2) of the Securities Act in connection with which the seller any holder of Registrable Securities undertakes to effect a registration after the conclusion of such placement to permit such shares to be freely tradeable tradable by the purchasers thereof thereof, or (iii) in a transaction under Rule 144A of the Securities Act in connection with which the seller any holder of Registrable Securities undertakes to effect a registration after the conclusion of such transaction to permit such shares to be freely tradeable tradable by the purchasers thereof. The Company shall use commercially reasonable efforts to keep the Shelf Registration continuously effective for the period beginning on the date on which the Shelf Registration is declared effective and ending three years thereafter (not including periods during such period of effectiveness which are Registration Suspension Periods and any periods during which such registration cannot be used by Purchasers as a result of any stop order, injunction or other order of the Commission or other government authority for any reason other than an act or omission of a Purchaser), or, if shorter, the holding period under Rule 144(k) promulgated under the Securities Act for Persons who are not affiliates of the Company (the "Effectiveness Period"). During the period during which the Shelf Registration is effective, the Company shall supplement or make amendments to the Shelf Registration, if required by the Securities Act or if reasonably requested by a Purchaser or an underwriter of Registrable Securities, including to reflect any specific plan of distribution or method of sale, and shall use commercially reasonable efforts to have such supplements and amendments declared effective, if required, as soon as practicable after filing.