Common use of Registration Statement Covering Resale of Common Shares Clause in Contracts

Registration Statement Covering Resale of Common Shares. In the event that, for any reason, the Company determines that it (i) is unable to cause the Initial Issuance Registration Statement to be declared effective by the SEC within ninety (90) days following the Filing Date, (ii) unable to cause a Successor Issuance Registration Statement to be declared effective by the SEC within one hundred eighty (180) days of the third anniversary of the initial effective date of the Registration Statement it is to succeed, or (iii) (except as otherwise permitted by Section 7) is unable or it is impracticable to keep an Issuance Registration Statement relating to the issuance to the Holders of Shares in exchange for the Units effective at all times after the Lock-Up Expiration Date and until the Issuance Registration Expiration Date, the Company shall file with the SEC a Registration Statement on Form S-3 (a "Resale Shelf Registration Statement") under Rule 415 under the Securities Act relating to the resale by the Holders of their Registrable Shares. The Company shall use its reasonable efforts to cause such Resale Shelf Registration Statement to be declared effective by the SEC as soon as practicable thereafter. The Company agrees to use its reasonable efforts to keep the Resale Shelf Registration Statement, after its date of effectiveness, continuously effective until the date (the "Resale Shelf Registration Expiration Date") which is the earlier of (x) the date on which all Registrable Shares have been disposed of by the Holders or (y) the date on which all Registrable Shares are eligible for sale pursuant to Rule 144(k) (or any successor provision). After the Company has filed the Resale Shelf Registration Statement, any obligation of the Company to file an Issuance Registration Statement pursuant to Section 2(a) above with respect to the Registrable Shares registered by the Resale Shelf Registration Statement shall be suspended for as long as the Resale Shelf Registration Statement remains effective. The Company shall use its reasonable efforts to cause each Resale Shelf Registration Statement to be an "automatic shelf registration statement" as defined in Rule 405 under the Securities Act, to the extent that the Company is eligible to do so.

Registration Statement Covering Resale of Common Shares. In the event that, for any reason, that the Company determines that it (i) is unable to cause the Initial Issuance Registration Statement to be declared effective by the SEC within ninety (90) days following the Filing Date, (ii) unable to cause a Successor Issuance Registration Statement to be declared effective by the SEC within one hundred eighty (180) days of the third anniversary of the initial effective date of the Registration Statement it is to succeed, Outside Effective Date or (iii) (except as otherwise permitted by Section 7Sections 9(b) and 10) is unable or it is impracticable to keep an such Issuance Registration Statement relating to the issuance to the Holders of Shares in exchange for the Units continuously effective at all times after the Lock-Up Expiration Date and until the Issuance Registration Expiration Date, the Company shall file cause to be filed with the SEC SEC, within ten (10) business days after the Company makes such determination, a Registration Statement on Form S-3 (a the "Resale Shelf Registration Statement") under Rule 415 under the Securities Act relating to the resale by the Holders each Holder of their all Registrable SharesShares of such Holder. The Company shall use its reasonable best efforts to cause such Resale Shelf Registration Statement to be declared effective by the SEC as soon as practicable thereafter. The Company agrees to use its reasonable best efforts to keep the Resale Shelf Registration Statement, after its date of effectiveness, continuously effective until the date (the "Resale Shelf Registration Expiration Date") which is the earlier of (xa) the date on which all Registrable Shares have been disposed of by the Holders or (yb) the date on which all Registrable Shares are have become eligible for sale pursuant to Rule 144(k) (or any successor provision) (the "Resale Shelf Expiration Date"). After the Company has filed the Resale Shelf Registration Statement, any obligation of the Company to file an the Issuance Registration Statement pursuant to Section 2(a3A(a) above with respect to the Registrable Shares registered by the Resale Shelf Registration Statement shall be suspended for as so long as the Resale Shelf Registration Statement remains effective. The Company shall use its reasonable efforts to cause each Resale Shelf Registration Statement to be an "automatic shelf registration statement" as defined in Rule 405 under the Securities Act, to the extent that the Company is eligible to do so.

Registration Statement Covering Resale of Common Shares. In the event that, for any reason, the Company determines that it (i) it is not desirable or feasible to file with the SEC an Issuance Registration Statement, (ii) the Company is not prepared or is unable or it is impracticable to cause the Initial an Issuance Registration Statement to be declared effective by the SEC as provided in Section 2(a) within ninety (90) days following the Filing Date, (ii) unable to cause a Successor Issuance Registration Statement to be declared effective by the SEC within one hundred eighty (180) days of the third anniversary of the initial effective date of the Registration Statement it is to succeed, or (iii) (except as otherwise permitted by Section 7) the Company is not prepared or is unable or it is impracticable to keep an such Issuance Registration Statement relating to the issuance to the Holders of Shares in exchange for the Units continuously effective at all times after the Lock-Up Expiration Date and until the Issuance Registration Expiration Date, then, subject to the conditions set forth in this Agreement, at the written request of Holders holding a majority of the Registrable Shares covered by this Agreement, at any time after the expiration of the Lock-Up Period the Company shall file with cause to be filed, as soon as reasonably practicable after the SEC date of such request, a Registration Statement on Form S-3 (a "Resale Shelf Registration Statement") under Rule 415 under the Securities Act relating to the resale sale by the all Holders of their all Registrable Shares. The Company Shares in accordance with the terms hereof, and shall use its reasonable efforts to cause such Resale Shelf Registration Statement to be declared effective by the SEC as soon as practicable thereafterSEC. The Company agrees to use its reasonable efforts to keep the Resale Shelf Registration Statement, after its date of effectiveness, continuously effective until the date (the "Resale Shelf Registration Expiration Date") which is the earlier of (xa) the date on which all Registrable Shares have been disposed of by the Holders or (yb) the date on which all Registrable Shares are eligible for sale pursuant to Rule 144(k) (or any successor provision). After the Company has filed the Resale Shelf Registration Statement, any obligation of the Company to file an Issuance Registration Statement pursuant to Section 2(a) above with respect to the Registrable Shares registered by the Resale Shelf Registration Statement shall be suspended for as long as the Resale Shelf Registration Statement remains effective. The Company shall use its reasonable efforts to cause each Resale Shelf Registration Statement to be an "automatic shelf registration statement" as defined in Rule 405 under the Securities Act, to the extent that the Company is eligible to do so.

Registration Statement Covering Resale of Common Shares. In the ------------------------------------------------------- event that, for any reason, that the Company determines that it (i) is unable to cause the Initial Issuance Registration Statement to be declared effective by the SEC within ninety (90) days following the Filing Date, (ii) unable to cause a Successor Issuance Registration Statement to be declared effective by the SEC within one hundred eighty (180) days of the third anniversary of the initial effective date of the Registration Statement it is to succeed, Outside Effective Date or (iii) (except as otherwise permitted by Section 7Sections 9(b) and 10) is unable or it is impracticable to keep an such Issuance Registration Statement relating to the issuance to the Holders of Shares in exchange for the Units continuously effective at all times after the Lock-Up Expiration Date and until the Issuance Registration Expiration Date, the Company shall file cause to be filed with the SEC SEC, within ten (10) business days after the Company makes such determination, a Registration Statement on Form S-3 (a the "Resale Shelf Registration Statement") under Rule 415 under the Securities Act ----------------------------------- relating to the resale by the Holders each Holder of their all Registrable SharesShares of such Holder. The Company shall use its reasonable best efforts to cause such Resale Shelf Registration Statement to be declared effective by the SEC as soon as practicable thereafter. The Company agrees to use its reasonable best efforts to keep the Resale Shelf Registration Statement, after its date of effectiveness, continuously effective until the date (the "Resale Shelf Registration Expiration Date") which is the earlier of (xa) the date on which all Registrable Shares have been disposed of by the Holders or (yb) the date on which all Registrable Shares are have become eligible for sale pursuant to Rule 144(k) (or any successor provision) (the "Resale Shelf Expiration Date"). After the Company has filed the Resale ---------------------------- Shelf Registration Statement, any obligation of the Company to file an the Issuance Registration Statement pursuant to Section 2(a3A(a) above with respect to the Registrable Shares registered by the Resale Shelf Registration Statement shall be suspended for as so long as the Resale Shelf Registration Statement remains effective. The Company shall use its reasonable efforts to cause each Resale Shelf Registration Statement to be an "automatic shelf registration statement" as defined in Rule 405 under the Securities Act, to the extent that the Company is eligible to do so.

Registration Statement Covering Resale of Common Shares. In the event that, for any reason, the Company determines that it (i) is unable or undesirable to cause the Initial an Issuance Registration Statement to be declared effective by the SEC within ninety (90) days following the Filing Date, (ii) unable to cause a Successor Issuance Registration Statement to be declared effective by the SEC within one hundred eighty (180) days of the third anniversary of the initial effective date of the Registration Statement it is to succeed, Date or (iii) (except as otherwise permitted by Section 79) is unable or it is impracticable to keep an such Issuance Registration Statement relating to the issuance to the Holders of Shares in exchange for the Units continuously effective at all times after the Lock-Up Expiration Date and until the Issuance Registration Expiration Date, the Company shall file with the SEC a Registration Statement on Form S-3 (a "“Resale Shelf Registration Statement"”) under Rule 415 under the Securities Act relating to the resale by the Holders of their Registrable Shares. The Company shall use its reasonable efforts to cause such Resale Shelf Registration Statement to be declared effective by the SEC as soon as practicable thereafter. The Company agrees to use its reasonable efforts to keep the Resale Shelf Registration Statement, after its date of effectiveness, continuously effective until the date (the "“Resale Shelf Registration Expiration Date"”) which is the earlier earliest of (xa) the date on which all Registrable Shares have been disposed of by the Holders or (yb) the date on which all Registrable Shares are eligible for sale pursuant to Rule 144(k) (or any successor provision). After the Company has filed the Resale Shelf Registration Statement, any obligation of the Company to file an Issuance Registration Statement pursuant to Section 2(a3(a) above with respect to the Registrable Shares registered by the Resale Shelf Registration Statement shall be suspended for as long as the Resale Shelf Registration Statement remains effective. The Company shall use its reasonable efforts to cause each Resale Shelf Registration Statement to be an "automatic shelf registration statement" as defined in Rule 405 under the Securities Act, to the extent that the Company is eligible to do so.