Registration of Stock Consideration. (a) The Buyer shall prepare, and in no event later than the later of (i) April 29, 2022 and (ii) the fifth (5th) Business Day following the date upon which audited consolidated financial statements of the Company and its Subsidiaries for the year ended December 31, 2021 which comply in all respects with Rule 3-05 of Regulation S-X under the Securities Act and related pro forma financial statements required under Article 11 of Regulation S-X under the Securities Act are available to the Buyer, file with the Securities and Exchange Commission (the “Commission”) a registration statement under the Securities Act on appropriate form (if eligible, using Form S-3 or 49
(b) The Buyer shall use its commercially reasonable efforts to have the Registration Statement declared effective by the Commission as soon as practicable, but in no event later than the date which shall be either: (i) in the event that the Commission does not review the Registration Statement, ten (10) days after the filing of the Registration Statement, or (ii) in the event that the Commission reviews the Registration Statement, ninety (90) days after the filing of the Registration Statement (but in any event under clause (i) or (ii), no later than five (5) Business Days following the date that the Commission first indicates that it will not review the Registration Statement or has no further comments on the Registration Statement, as applicable), to the extent such Registration Statement is otherwise sufficient to be declared effective as of such date.
(c) After the Registration Statement has been declared effective by the Commission, the Buyer shall use its commercially reasonable efforts to keep the Registration Statement continuously effective until the date that all shares of Stock Consideration covered by the Registration Statement are sold or are able to be sold by the holders thereof by relying on Rule 144 under the Securities Act without any restriction, including volume limitation or current public information of Buyer or pursuant to another exemption from registration. Without limiting the foregoing, the Buyer shall (i) prepare and file with the Commission such amendments to the Registration Statement and amendments or supplements to the prospectus used in connection therewith as may be reasonably necessary to comply with the provisions of the Securities Act with respect to the sale or other disposition of all shares of Stock Consideration covered by the Registration Statement and (ii)...
Registration of Stock Consideration. Purchaser is currently engaged in a $25 million private placement (“Private Placement”) of shares of its common stock. Following the final closing of the Private Placement, Purchaser intends to file a registration statement with the SEC registering the resale of the shares of Purchaser’s common stock sold in the Private Placement. Purchaser agrees to include the resale of the Stock Consideration to be received by the Seller hereunder on such registration statement.
Registration of Stock Consideration. Buyer agrees that it will file, at Buyer's expense, as soon as possible but not later than 30 days following the Closing a registration statement (the "Registration Statement") with the Securities and Exchange Commission ("SEC") registering the resale of the shares of Buyer issued as Stock Consideration pursuant to this Amendment (the "Shares") by Seller or its authorized assignees (referred to in this Section (iv) as "Holders") under the Act.
a. Buyer further covenants and agrees as follows with respect to such Registration Statement:
(1) Buyer shall use its best efforts to cause the Registration Statement to become effective as promptly as possible under the circumstances at the time prevailing and in any event not later than ninety (90) days after the Closing Date;
(2) Following the effective date of the Registration Statement, Buyer shall, upon the request of the Holders, forthwith supply such reasonable number of copies of the Registration Statement and prospectus meeting the requirements of the Act, and other documents necessary or incidental to the public offering of the shares, as shall be reasonably requested by the Holders to permit the Holders to make a public distribution of the Holders' shares;
(3) Buyer will pay all costs, fees and expenses in connection with the Registration Statement, including, without limitation, Buyer's legal and accounting fees, printing expenses and blue sky fees and expenses; provided, however, that the Holder shall be solely responsible for the fees of any counsel retained by the Holder in connection with such registration and any transfer taxes or underwriting discounts, selling commissions or selling fees applicable to the shares sold by the Holder pursuant thereto;
(4) Buyer will use reasonable efforts to file any notices and fees required for offering and sale of the shares under the securities or blue sky laws of such states as are requested by the Holder, provided that Buyer shall not be obligated to execute or file any general consent to service of process (unless Buyer is already then subject to service in such jurisdiction) or to qualify as a foreign corporation to do business under the laws of any such jurisdiction, except as may be required by the Securities Act and its rules and regulations;
(5) Buyer further agrees that it will use its best efforts to maintain the effectiveness of the Registration Statement until all of the Stock Consideration issued to Seller or its assignees may be sold under SEC Rule ...
Registration of Stock Consideration. Buyer agrees that it will file, at Buyer’s expense, promptly (but in any event by no later than 30 days) following the Closing a registration statement (the “Registration Statement”) with the SEC registering the resale by HK Funjoy or its authorized assignees under the Act of the shares of Buyer issued as Stock Consideration to HK Funjoy pursuant to this Agreement. Buyer will use its commercially reasonable efforts to cause the Registration Statement to be declared effective by the Securities and Exchange Commission of the United States (the “Commission”) as soon as practicable, and to use its commercially reasonable efforts to maintain effectiveness of such Registration Statement until (i) the date that is one (1) year following the Closing Date, (ii) all shares covered by such Registration Statement have been sold or (iii) all shares covered by such Registration Statement may be sold under Rule 144 during any ninety (90) day period, whichever is earlier. No later than the date on which the Registration Statement is declared effective by the Commission, Buyer shall ASIA 34949044 62 have received from NASDAQ Global Select Market approval of the listing on NASDAQ Global Select Market of the shares of Buyer issued as Stock Consideration pursuant to this Agreement to HK Funjoy, subject to official notice of issuance.
Registration of Stock Consideration. Following the effective registration of all shares being registered in the present Registration Statement on Form SB-2 of CSI on file with the SEC, CSI shall file with the SEC, within 30 days of the issuance of the shares of CSI Common Stock included in the Consideration, a registration statement on Form SB-2 covering the resale of the shares of CSI Common Stock included in the Consideration. If the present Registration Statement on Form SB-2 of CSI on file with the SEC has not been declared effective, then upon effectiveness of such Registration Statement on Form SB-2, CSI shall file with the SEC, within 15 days of such effectiveness, a registration statement on Form SB-2 covering the resale of the shares of CSI Common Stock included in the Consideration. Notwithstanding the foregoing, CSI shall use its best efforts to register the CSI Common Stock included as part of the Consideration with the SEC (subject to the lock-up provisions set forth in Section 4.07 herein below) and CSI will use its best efforts to ensure that such shares of CSI Common Stock remain freely tradable following the release of the respective lock-up time periods.
Registration of Stock Consideration. NYFIX shall file with the Securities and Exchange Commission, within 45 days of the Closing Date, a registration statement on Form S-3 (the "Form S-3") covering the resale of the shares of NYFIX Common Stock included in the Stock Consideration (the "Shares"). NYFIX's obligations with respect to the S-3 are set forth on Exhibit A hereto.
Registration of Stock Consideration. CSI shall file with the SEC, within 45 days of the issuance of Additional Stock Consideration, a registration statement on Form SB-2 (the "Form SB-2") covering the resale of the shares of all CSI Common Stock included in the Additional Stock Consideration. The Majority Stockholders shall have one demand registration right and "piggyback" registration rights, subject to underwriters' cutbacks.
Registration of Stock Consideration. 31 Section 7.1 Registration of Stock Consideration......................... 31 Section 7.2 Furnishing Information...................................... 31 Section 7.3 Prospectus Requirements..................................... 31 Section 7.4 Registration Rights, Etc.................................... 32 Section 7.5 Indemnification............................................. 33 Section 7.6 Fees and Expenses of Registration........................... 34 ARTICLE 8 INDEMNIFICATION................................................. 34 Section 8.1 Indemnification of Acquisition Corp. and Graphic by the Litho Stockholders......................................... 34 Section 8.2 Method of Asserting Claims.................................. 35 Section 8.3 Payment..................................................... 37 Section 8.4 Arbitration................................................. 37
Registration of Stock Consideration. Graphic shall use its ----------------------------------- best efforts to prepare and file with the Commission a Registration Statement on Form S-3 as soon as practicable after the Closing, but in no event later than fifteen (15) business days following the Closing, which shall cause the Stock Consideration to be registered for resale by the Litho Stockholders, and Graphic shall use reasonable best efforts to have such registration become effective and not abandon the filing. The Litho Stockholders shall receive a copy of the Registration Statement prior to filing for review, and the Litho Stockholders shall represent and warrant that the information contained in the Registration Statement concerning each of them and the intended method of distribution of the securities covered by the Registration Statement is true, complete, and correct.
Registration of Stock Consideration
