Registration Procedures and Other Matters. The Company shall:
(a) subject to receipt of necessary information from the Investor after prompt request from the Company to the Investors to provide such information, prepare and file with the SEC, within 10 days after the Closing Date (or, if such tenth day is a Saturday, Sunday or holiday, then by the next succeeding business day), a registration statement on Form S-3 (the “Registration Statement”) to enable the resale of the Shares by the Investors from time to time through the automated quotation system of the Nasdaq National Market or in privately-negotiated transactions;
(b) subject to receipt of necessary information from the Investor after prompt request from the Company to the Investors to provide such information, use its best efforts to cause the Registration Statement to become effective within 45 days after the Registration Statement is filed by the Company, such efforts to include, without limiting the generality of the foregoing, preparing and filing with the SEC in such 45-day period any financial statements that are required to be filed prior to the effectiveness of such Registration Statement;
(c) use its best efforts to prepare and file with the SEC such amendments and supplements to the Registration Statement and the prospectus used in connection therewith (the “Prospectus”) as may be necessary to keep the Registration Statement current, effective and free from any material misstatement or omission to state a material fact for a period not exceeding, with respect to each Investor’s Shares purchased hereunder, the earlier of (i) the second anniversary of the Closing Date, (ii) the date on which the Investor may sell all Shares then held by the Investor without restriction by the volume limitations of Rule 144(e) of the Securities Act, or (iii) such time as all Shares purchased by such Investor in this Offering have been sold pursuant to a registration statement;
(d) furnish to the Investor with respect to the Shares registered under the Registration Statement such number of copies of the Registration Statement, Prospectuses and Preliminary Prospectuses in conformity with the requirements of the Securities Act and such other documents as the Investor may reasonably request in writing, in order to facilitate the public sale or other disposition of all or any of the Shares by the Investor; provided, however, that the obligation of the Company to deliver copies of Prospectuses or Preliminary Prospectuses to the Investor shall be subject to...
Registration Procedures and Other Matters. If and when the Company is required by the provisions of paragraphs (a) or (b) to register Purchased Shares, the Company shall use its reasonable best efforts to:
(i) furnish to the Investor with respect to the Purchased Shares registered under any registration statement filed by the Company pursuant to Sections 3.2(a) or (b) hereof (a “Registration Statement”) such number of copies of the Registration Statement, prospectuses and preliminary prospectuses in conformity with the requirements of the Securities Act and such other documents as the Investor may reasonably request, in order to facilitate the public sale or other disposition of all or any of the Purchased Shares by the Investor;
(ii) file documents required for compliance with blue sky laws in states specified in writing by the Investor and use its reasonable best efforts to maintain such blue sky qualifications during the period the Company is required to maintain the effectiveness of such Demand Registration Statement pursuant to Section 3.2(a) hereof; provided, however, that the Company shall not be required to qualify to do business or consent to service of process in any jurisdiction in which it is not now so qualified or has not so consented;
(iii) bear all reasonable expenses in connection with the procedures in this Section 3.2 and the registration of the Purchased Shares pursuant to the Registration Statement;
(iv) advise the Investor promptly after it shall receive notice or obtain knowledge of the issuance of any stop order by the SEC delaying or suspending the effectiveness of the Registration Statement or of the initiation or threat of any proceeding for that purpose; and promptly use its reasonable best efforts to prevent the issuance of any stop order or to obtain its withdrawal at the earliest possible moment if such stop order should be issued; and
(v) provide a “Plan of Distribution” section of the Registration Statement substantially in a form reasonably acceptable to the Investor (subject to the comments of the SEC).
Registration Procedures and Other Matters. The Company shall:
Registration Procedures and Other Matters. The Company shall:
(i) subject to receipt of necessary information from the Investors after prompt request from the Company to the Investors to provide such information, prepare and file with the
Registration Procedures and Other Matters. The Company shall:
(a) subject to receipt of necessary information from the Investors after prompt request from the Company to the Investors to provide such information, prepare and file with the SEC, within 30 days after the Closing Date, a registration statement on Form S-3 (the "Registration Statement") to enable the resale of the Shares by the Investors from time to time through the facilities of the Nasdaq National Market or in privately-negotiated transactions;
(b) subject to receipt of necessary information from the Investors after prompt request from the Company to the Investors to provide such information, use its best efforts to cause the Registration Statement to become effective within 90 days after the Closing Date. The term "best efforts" shall mean that the Company shall submit to the SEC, within two business days after the day the Company learns that no review of the Registration Statement will be made by the staff of the SEC or that the staff has no further comments on the Registration Statement , as the case may be (the "Notice Day"), a request for acceleration of effectiveness of the Registration Statement to a time and date not later than the close of business on the second full business day after the submission of such request; provided, however, that if the Company has an outstanding confidential treatment request ("CTR") application on file with the SEC on the Notice Day, then the Company shall use its best efforts to clear the CTR with the SEC and shall submit a request for acceleration of effectiveness of the Registration Statement within one business day following clearance of the CTR by the SEC.
Registration Procedures and Other Matters. The Company shall:
(i) subject to receipt of necessary information from the Investors (for purposes of this Section 3.3 only, "Investors" shall include the holder of warrants issued in connection with the Credit Agreement) after prompt request from the Company to the Investors to provide such information, prepare and file with the SEC within 210 days after the consummation of the Merger (the date such registration statement is filed, the "Filing Date"), a registration statement on Form S-3 or Form S-1 (the "Registration Statement") to enable the resale of the Conversion Shares and the Warrant Shares (for purposes of this Section 3.3 only, the term "Warrant Shares" shall include shares of Common Stock issuable upon exercise of the Warrants and any warrants to purchase Common Stock issued in connection with the Credit Agreement), as applicable, by the Investors from time to time through any quotation system on which the Common Stock is quoted or listed, if applicable, or in privately-negotiated transactions (as used in this Section 3.3 and in Section 3.7 only, the term "Conversion Shares" shall include any securities into which the Conversion Shares are reclassified after the date hereof);
Registration Procedures and Other Matters. The Company shall:
(i) subject to receipt of necessary information from the Investors, after prompt request from the Company to the Investors to provide such information, prepare and file with the SEC within ninety (90) days of receipt of demand in writing from the Specified Investors (the date such registration statement is filed, the “Filing Date”), a registration statement on Form S-3 or Form S-1 (the “Registration Statement”) to enable the resale of the Common Conversion Shares and the Warrant Shares, as applicable, by the Investors from time to time through any quotation system on which the Common Stock is quoted or listed, if applicable, or in privately-negotiated transactions (as used in this Section 3.3 and in Section 3.7 only, the term “Common Conversion Shares” shall include any securities into which the Common Conversion Shares are reclassified after the date hereof);
Registration Procedures and Other Matters. The Company shall:
(a) (i) subject to the completion in full of the information requested on the signature pages of the Agreements by the Investors, prepare and file with the SEC, within 15 business days after the Closing Date (the “First Filing Date”), a registration statement on Form S-3 or such other successor form (except that if the Company is not then eligible to register for resale the Registrable Securities (as defined below) on Form S-3, in which case such registration shall be on Form S-1 or any successor form) (the “First Registration Statement”) to enable the resale of the Shares and the Underlying Shares (collectively, the “Registrable Securities”) by the Investors from time to time pursuant to the Plan of Distribution set forth as Exhibit F.;
Registration Procedures and Other Matters. The Company shall:
a) as soon as possible but in any event not later than the 45th day after the Closing Date (or, if such day is a Saturday, Sunday or holiday, then by the next succeeding business day), file a registration statement on Form SB-2 (the “Registration Statement”) which Registration Statement shall register for resale the Shares and Warrant Shares and an additional 25% of common shares which shall be applied towards any resales of Bonus Warrant Shares, to effect a registration of the Shares, Warrant Shares and a portion of the Bonus Warrant Shares to enable the resale of the Shares, the Warrant Shares and a portion of the Bonus Warrant Shares by the Initial Investors from time to time;
Registration Procedures and Other Matters. 20 9.2 Failure of Registration Statement to Become Effective 23 9.3 Transfer of Shares After Registration; Suspension. 24 9.4 Indemnification. 25 9.5 Registration Expenses 29 9.6 Termination of Conditions and Obligations 29
