Registration and Listing of the Westower Shares Sample Clauses

Registration and Listing of the Westower Shares. (a) Westower will use all commercially reasonable efforts: (a) to file with the Securities and Exchange Commission, within one hundred and eighty (180) days of the Closing Date, a registration statement ("Registration Statement") on Form S-3 (or other form appropriate for registration of the Westower Shares for resale to the public) under the Securities Act of 1933; and (b) thereafter, subject to reasonable diligence and practicality, to cause such Registration Statement to become effective and to remain effective until the date that is the earlier of: (i) the date on which all of the Westower Shares have been sold by the Stockholders or (ii) one year after the Closing Date. To the extent that any of the Westower Shares are not listed with the American Stock Exchange on the date of this Agreement, on or before the date that Westower files the Registration Statement, Westower shall file with the American Stock Exchange a listing application with respect to such shares. Westower agrees that any legend placed on certificates representing the Westower Shares which restricts resale of the Westower Shares will be removed, upon the effectiveness of the Registration Statement. (b) Notwithstanding the foregoing, the Company shall not be obligated to effect any such registration pursuant to this Section 7.3 if (i) Form S-3 is not available for such offering by the Stockholders, or (ii) the Company shall furnish a certificate signed by the President of the Company stating that in the good faith judgment of the Board of Directors of the Company, it would be seriously detrimental to the Company and its shareholders for such Registration Statement to be filed and it is therefore essential to defer the filing of such Registration Statement, in which event the Company shall have the right to defer such filing for up to two periods of no more than 120 days each after delivery of such certificate under this Section 2 (c) If (but without any obligation to do so) Westower decides to register (including for this purpose a registration effected by Westower for shares other than the Westower shares) any of its common stock on a form that would be suitable for a registration involving Registrable Securities , the Company shall promptly give each Stockholder written notice thereof. Upon the written request of each such Stockholder given within 20 days after mailing of such written notice by the Westower, Westower shall use commercially reasonable efforts to cause to be registered ...