Registration Right. The Warrant Securities are subject to the terms of a Registration Rights Agreement. Upon request, a copy of the Registration Rights Agreement is available, without charge, from the Company.
Registration Right. The Company will cause the shares underlying this Option to be registered under the Act upon written request given by holder after the occurrence of an event entitling holder to exercise this Option but at least 15 days prior to exercise of this Option provided that such registration may be made on Form S-8 prior to such exercise.
Registration Right. (a) On or before June 12, 2015, upon receipt of a written request from any Investor, the Company shall prepare and file with the SEC a secondary registration statement on behalf of Investors on Form S-3 (or any successor form thereto) covering the Shares (“Registration Statement”), and use its best efforts to cause the Registration Statement to become effective as soon thereafter as practicable; provided, however, that the Company shall be under no obligation to prepare and file the Registration Statement until it shall have received such written request.
(b) The Company shall prepare and file with the SEC such amendments, post-effective amendments and supplements to the Registration Statement and prospectus used in connection therewith (“Prospectus”) as may be necessary to keep the Registration Statement and Prospectus effective and current, respectively, until June 12, 2017, or if earlier, until such time as the number of Shares remaining unsold may be sold by Investors within 12 months in open market transactions under Rule 144. The Company will furnish such number of copies of the Prospectus and any supplement thereto and such other documents as Investors may reasonably request in order to facilitate the disposition of the Shares.
(c) In connection with the preparation and filing of the Registration Statement, Investors will furnish to the Company such information requested by the Company with respect to themselves and the proposed distribution of the Shares by them as shall be reasonably necessary in order to assure compliance with Federal and applicable state securities laws.
(d) The Company will use its best efforts to register or qualify the Shares under other securities or "blue sky" laws as may be necessary and do any other acts and things needed to enable Investors to consummate the disposition of the Shares; provided, however, that the Company shall not be required to qualify generally to do business, subject itself to general taxation or consent to general service of process in any jurisdiction where it would not otherwise be required to do so but for this paragraph (d).
(e) The Company may postpone for up to 90 days the filing or effectiveness of the Registration Statement if the Company's board of directors determines in its reasonable good faith judgment that the Registration Statement would (i) materially interfere with a significant acquisition, corporate organization or other similar transaction involving the Company; (ii) require premat...
Registration Right. Notwithstanding anything herein to the contrary, unless the Warrant Shares have been registered in accordance with the Registration Rights Agreement, during the five (5) year period commencing on the date of this Warrant, if the Company proposes to file a registration statement for a public offering of any of its securities under the Securities Act of 1933, as amended, it will give written notice, at least twenty (20) days prior to the filing of each such registration statement, to the holder of the Warrant and/or the Common Stock previously received upon exercise hereof (and not previously sold by such holder) of its intention to do so. Upon the holder's request within ten (10) days after it has received such notice from the Company, the Company shall include the Common Stock received or receivable upon exercise of this Warrant owned in such registration statement such that said Common Stock received or receivable upon such exercise shall be registered or qualified under such registration statement. This provision is not applicable to a registration statement filed on Form S-4 or Form S-8, nor is it applicable to the Warrant once it has expired under the terms hereof or has been exercised and the holder received non-restricted Common Stock upon such exercise. The rights described in this Section 12 are in addition to the rights afforded the Holder by the applicable provisions of the Securities Purchase Agreement.
Registration Right. The Company agrees to file a registration statement ("Registration Statement") on Form S-8 (or successor form) to register the Option Shares for issuance to Employee on or prior to the date the Option or any portion thereof first becomes exercisable. The Company will bear all expenses and pay all fees incurred in connection with the filing and modification or amendment of the Registration Statement, exclusive of underwriting discounts, and commissions payable in respect of the sale of the Common Stock and any counsel for the Employee. Moreover, if the Company fails to comply with the provisions of this Section 14, the Company shall, in addition to any other equitable or other relief available to the Employee, be liable for any and all incidental, special and consequential damages and damages due to loss of profits sustained by the Employee.
Registration Right. The Optionee shall have the right to have any shares of Common Stock acquired on exercise of the Option "piggy-backed" or included in any Registration Statement filed by the Company under the Act for the sale of Common Stock as set out below.
(a) This "piggy-back" right shall exist and be effective for the two-year period following the acquisition of the Common Stock by exercise of the Option and for so long thereafter as the Holder is deemed to be an "affiliate" of the Company for purposes of Rule 144 adopted under the Act.
(b) If the Registration Statement is being filed for a distribution of Common Stock which is being underwritten by a securities broker-dealer, the Holder's "piggy-back" right to have shares of Common Stock included therein will be subject to willingness of the underwriter to have the shares included or to any reasonable limitations which the underwriter may impose on the Holder's piggy-back" rights.
Registration Right. The Corporation represents that upon delivery to and receipt by the Corporation of a written notice from Employee to the effect below, the Corporation will use its best efforts to prepare, file, and maintain with the appropriate regulatory authorities an effective Registration Statement on Form S-8 (the "Form S-8"), or other applicable form, for the shares of its Common Stock underlying the Options granted by this Option Agreement, such Form S-8 to allow for the immediate resale of the shares subject to the Option Agreement, but only at such time as the Corporation is in compliance with the requirements to use the Form S-8 or other applicable form.
Registration Right. The Company covenants and agrees as follows:
Registration Right. At any time after the seventh (7th) anniversary of the Initial Grant Date, the SNR Members may elect to cause the Company (a) to convert to a corporation (“Newco”) and (b) subject to the following provisions of this ARTICLE 9, to register for sale in an underwritten public offering (the “Offering”) shares of capital stock of Newco issued to such Members upon conversion, so long as the anticipated gross proceeds to the SNR Members from the Offering are greater than $1,000,000 in the aggregate. If the SNR Members make such election, the Members and the Company shall promptly take such steps as may be necessary or desirable to effectuate the provisions of this ARTICLE 9.
Registration Right. The Company hereby covenants and agrees to include, in the next Registration Statement on Form S-1 or Registration Statement on Form S-3 that it files with the Commission for the public resale of shares of Common Stock (such Registration Statement, together with any prospectus, prospectus supplement or amendment thereto, the “Registration Statement”) no less than 23,000,000 shares of Common Stock (subject to adjustment for any stock split, reverse stock split, including the Reverse Stock Split, or the like) which may be issuable to the Payee under this Agreement (the “Registrable Securities”). Company shall use reasonable best efforts to cause the Registration Statement to become effective as promptly as reasonably practicable. Following effectiveness of the Registration Statement, Company shall use reasonable best efforts to keep the Registration Statement continuously effective, and not subject to any stop order, injunction or other similar order or requirement of the Commission, until the date that all Registrable Securities covered by the Registration Statement shall be disposed of pursuant to the Registration Statement.
