Preparation and Filing of Registration Statement Sample Clauses

Preparation and Filing of Registration Statement. Prepare and file with the Securities and Exchange Commission a registration statement with respect to such Registrable Securities and use its best efforts to cause such registration statement to become effective (provided that before filing a registration statement or prospectus or any amendments or supplements thereto, the Company will furnish each Selling Stockholder with copies of all such documents proposed to be filed).

Preparation and Filing of Registration Statement. With respect to any registration statement to be prepared by LCSG under this Agreement, LCSG shall, at its sole expense, as expeditiously as practicable: 3.3.1.1 prepare and file with the Commission a registration statement necessary to permit the sale of the Registrable Securities in the public securities markets when such registration statement becomes effective, and such amendments and supplements to such registration statement and the prospectus included therein as may be necessary, to the extent reasonably practicable, to cause such registration statement to become effective; to cause such registration statement to become effective; and to maintain the effectiveness of such registration statement and to comply with the provisions of the Securities Act with respect to the disposition of all Registrable Securities covered by such registration statement, in accordance with the intended methods of disposition thereof; provided that LCSG shall not be required to maintain such effectiveness for any time after (a) the disposition of the Registrable Securities in accordance with the intended methods of disposition thereof as set forth therein or (b) nine months after the date of effectiveness of such Registration Statement; 3.3.1.2 furnish to Xxxxxxx such number of conformed copies of such registration statement and of each amendment or supplement thereto (in each case including all exhibits and documents incorporated therein by reference), such number of copies of any prospectus included in such registration statement and such other documents, in each case, as Xxxxxxx may reasonably request in order to facilitate the sale of the Registrable Securities in the public securities markets; 3.3.1.3 register or qualify the Registrable Securities under the Blue Sky Laws of each state governing further purchase or sale of securities as Xxxxxxx may reasonably request, keep such registration or qualification in effect for so long as such registration statement remains in effect and take any other action that may be reasonably necessary or advisable to enable Xxxxxxx to consummate the disposition in such states of the Registrable Securities; provided that LCSG shall not be required to keep such registration or qualification in effect at any time after (a) the disposition of the Registrable Securities in accordance with the manner of disposition set forth in the registration statement relating thereto or (b) nine months after the date such registration statement becomes ...

Preparation and Filing of Registration Statement. With respect to any Registration Statement to be prepared by JAKKS under this Agreement, JAKKS shall, at its sole expense, as expeditiously as practicable: (i) prepare and file with the Commission a registration statement necessary to permit the sale of the Registrable Securities in the public securities markets when such registration statement becomes effective and use its best efforts to keep the Registration Statement effective pursuant to Rule 415 at all times until such date as is the earlier of (i) the date on which all of the Registrable Securities have been sold and (ii) the date on which all of the Registrable Securities (in the reasonable opinion of counsel to Shareholders) may be immediately sold to the public without registration and without restriction as to the number of Registrable Securities to be sold, whether pursuant to Rule 144 or otherwise (the "Registration Period"). (ii) prepare and file with the Commission such amendments and supplements to such Registration Statement and the prospectus included therein as may be necessary, to keep the Registration Statement effective at all times during the Registration Period, and, during such period, comply with the provisions of the Securities Act with respect to the disposition of all Registrable Securities of JAKKS covered by the Registration Statement until the termination of the Registration Period. JAKKS shall use its best efforts to cause such amendments to become effective as soon as practicable following the filing thereof. (iii) furnish to the Agent (a) promptly after the same is prepared and publicly distributed, filed with the Commission, or received by JAKKS, one copy of the Registration Statement and any amendment thereto, each preliminary prospectus and prospectus and each amendment or supplement thereto, and, in the case of a Registration Statement referred to in Section 2.1, each written correspondence by or on behalf of JAKKS to the Commission or the staff of the Commission, and each item of correspondence from the Commission or the staff of the Commission, in each case relating to such Registration Statement (other than any portion, if any, thereof which contains information for which JAKKS has sought confidential treatment), and (b) such number of conformed copies of such registration statement and of each amendment or supplement thereto (in each case including all exhibits and documents incorporated therein by reference), such number of copies of any prospectus included in su...

Preparation and Filing of Registration Statement. Subject to the terms and conditions of Annex A hereto, Cendant shall, as promptly as practicable after the date hereof, prepare and file the Cendant Registration Statement with the Commission and use its commercially reasonable securities efforts to cause the Cendant Registration Statement to become and remain effective under the Securities Act. The rights and obligations of the parties with respect to the registration and resale of the Shares are as set forth in Annex A hereto, which is hereby incorporated into this Agreement by reference thereto.

Preparation and Filing of Registration Statement. The Company has prepared and filed with the Securities and Exchange Commission (the "Commission") (i) a registration statement on Form S-3 (File No. 333-31630), which contains a prospectus dated March 29, 2000 (the "Resale Registration Statement") and (ii) post-effective amendment no. 2 to a registration statement on Form S-8 (File No. 333-87993) and a re-offer prospectus dated March 19, 2004 (the "Reoffer Registration Statement"), to be used in connection with the public offering and sale of the Common Shares. Each of the Resale Registration Statement and Reoffer Registration Statement, as amended, including the financial statements, exhibits and schedules thereto, in the form in which it was declared effective by the Commission under the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (collectively, the "Securities Act"), all documents incorporated by reference or deemed to be incorporated by reference therein, including any information deemed to be a part thereof at the time of effectiveness pursuant to Rule 430A or Rule 434 under the Securities Act or the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder (collectively, the "Exchange Act") are collectively called the "Registration Statement." Any registration statement filed by the Company pursuant to Rule 462(b) under the Securities Act is called the "Rule 462(b) Registration Statement," and from and after the date and time of filing of the Rule 462(b) Registration Statement the term "Registration Statement" shall include the Rule 462(b) Registration Statement. A prospectus supplement (the "Prospectus Supplement") setting forth the terms of the offering, the plan of distribution of the Common Shares and additional information concerning the Company and its business and information concerning the Selling Stockholders has been or will be so prepared and will be filed pursuant to Rule 424(b) of the Securities Act on or before the second business day after the date hereof (or such earlier time as may be required by the Securities Act). The prospectus dated March 29, 2000 and the re-offer prospectus dated March 19, 2004, together with the Prospectus Supplement dated March 25, 2004, in the form first used by the Underwriters to confirm sales of the Common Shares, are called the "Prospectus;" provided, however, if the Company has, with the consent of the Representative, elected to rely upon Rule 434 under the Securities A...

Preparation and Filing of Registration Statement. Westamerica shall as promptly as reasonably practicable after the date of this Agreement prepare and file with the Commission (i) a registration statement on the appropriate form (the “Westamerica Registration Statement”) under and pursuant to the provisions of the 1933 Act for the purpose of registering the Westamerica Shares and, (ii) shall prepare and file, as soon as practicable, one or more registration statements or amendments to existing registration statements under the 1933 Act for the purpose of registering the maximum number of shares of common stock of Westamerica to which the option holders of Redwood Empire may be entitled pursuant to Section 2.6 above at or after the Effective Date. Westamerica and Redwood Empire shall promptly prepare the Proxy Statement for the purpose of submitting this Agreement and the Merger to the shareholders of Redwood Empire for approval. Redwood Empire shall cooperate in all reasonable respects with regard to the preparation of the Proxy Statement. The Proxy Statement in definitive form shall serve as the prospectus (the “Prospectus”) to be included in the Westamerica Registration Statement. Westamerica and Redwood Empire shall each provide promptly to the other such information concerning its business and financial condition and affairs as may be required or appropriate for inclusion in the Westamerica Registration Statement, the Prospectus or the Proxy Statement, and shall cause its counsel and auditors to cooperate with the other’s counsel and auditors in the preparation of the Westamerica Registration Statement, the Prospectus and the Proxy Statement.

Preparation and Filing of Registration Statement. The Purchaser shall prepare and file or cause to be prepared and filed, as soon as practical after the Closing, the Registration Statement with the Commission relating to the securities subject hereto and shall use its best efforts to cause the same to be declared effective by the Commission as soon as possible thereafter.

Preparation and Filing of Registration Statement. With respect to any registration statement to be prepared by KDTI under this Agreement, KDTI shall, at its sole expense, as expeditiously as practicable: i. prepare and file with the Commission a registration statement necessary to permit the sale of the Registrable Securities in the public securities markets when such registration statement becomes effective, and such amendments and supplements to such registration statement and the prospectus included therein as may be necessary, to the extent reasonably practicable, to cause such registration statement to become effective; to cause such registration statement to become effective; and to maintain the effectiveness of such registration statement and to comply with the provisions of the Securities Act with respect to the disposition of all Registrable Securities covered by such registration statement, in accordance with the intended methods of disposition thereof; provided that KDTI shall not be required to maintain such effectiveness for any time after (a) the disposition of the Registrable Securities in accordance with

Preparation and Filing of Registration Statement. Promptly after the date hereof, Parent and Urigen shall prepare and Parent shall file with the Securities and Exchange Commission (the “Commission”), the Registration Statement, in which the Proxy Statements of Parent and Urigen and the Prospectus will be included. Urigen shall use commercially reasonably efforts to promptly provide all information reasonably requested by Parent for purposes of preparation of the Registration Statement including, without limitation, the Urigen Audited Financial Statements. Each of Urigen and Parent shall use all reasonable efforts to have the Registration Statement declared effective under the Securities Act as promptly as practicable after such filing and to keep the Registration Statement effective as long as is necessary to consummate the Merger (or at such earlier time as this Agreement is terminated).

Preparation and Filing of Registration Statement. Prepare and file with the Commission a registration statement with respect to such Registrable Securities and use the Company's best efforts to cause such registration statement to become effective; provided, however, that before filing a registration statement or prospectus or any amendments or supplements thereto, including documents incorporated by reference after the initial filing of the registration statement and prior to effectiveness thereof, the Company shall furnish to one legal counsel for the Selling Holders (selected by the Majority Selling Holders) copies of all such documents in the form substantially as proposed to be filed with the Commission at least four business days prior to filing for review and comment by such counsel.