Common use of Registration of Subsequent Issuance Shares Clause in Contracts

Registration of Subsequent Issuance Shares. Subject to and conditioned on the occurrence of the Subsequent Issuance Closing, if applicable, the Company agrees to prepare and, as soon as practicable but in no event later than seven (7) Business Days following the Subsequent Issuance Closing, file with the Commission an additional registration statement on Form S-3 (or, if Form S-3 is not then available, on Form S-1) (such registration statement, the “Subsequent Issuance Registration Statement” and, together with the Initial Registration Statement, the “Registration Statements”) covering the resale of the Subsequent Issuance Shares (the “Subsequent Issuance Registrable Securities”). The Company shall use its commercially reasonable efforts to have the Subsequent Issuance Registration Statement declared effective as soon as practicable after the filing thereof, but no later than the earlier of (a) the sixtieth (60th) calendar day (or ninetieth (90th) calendar day if the Commission notifies the Company that it will “review” the Subsequent Issuance Registration Statement) following the date the Subsequent Issuance Registration Statement is filed (or, if earlier, required to be filed) with the Commission and (b) the fifth (5th) Business Day after the date the Company is notified (orally or in writing, whichever is earlier) by the Commission that the Subsequent Issuance Registration Statement will not be “reviewed” or will not be subject to further review. The Company will provide a draft of the Subsequent Issuance Registration Statement to Investors for review at least five (5) Business Days in advance of filing the Subsequent Issuance Registration Statement. Subject to any comments from the Commission, the Subsequent Issuance Registration Statement shall contain a “plan of distribution” reasonably acceptable to Investors.