Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement. In addition, the Company’s obligation to file and use its commercially reasonable efforts to cause to become and keep effective the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of an IPO Registration Statement; provided, however, if the Company files an IPO Registration Statement before the effective date of the Shelf Registration Statement and the Company has used and is using commercially reasonable efforts to pursue the completion of such initial public offering, the Company shall have the right to defer causing the Commission to declare such Shelf Registration Statement effective until up to 60 days after the closing date of its initial public offering pursuant to the IPO Registration Statement. Notwithstanding any other provision in this Agreement to the contrary, if the Company files an IPO Registration Statement before the effective date of the Shelf Registration Statement and the deadline for causing such Shelf Registration Statement to go effective is after the 60 day period beginning on the closing date of the Company’s initial public offering pursuant to the IPO Registration Statement, the Company shall cause the Shelf Registration Statement to be declared effective no later than 60 days after the closing date of the Company’s initial public offering pursuant to the IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement. In addition, the Company’s obligation to file and use its commercially reasonable efforts to cause to become and keep effective, except as provided in Section 8 hereof, the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of an IPO Registration Statement; provided, however, if the Company files or submits to the SEC an IPO Registration Statement before the effective date of the Shelf Registration Statement and the Company has used and is using commercially reasonable efforts to pursue the completion of such initial public offering, the Company shall have the right to defer causing the Commission to declare such Shelf Registration Statement effective until up to 60 days after the closing date of its initial public offering pursuant to the IPO Registration Statement so long as such closing date occurs on or before August 15, 2017. Notwithstanding any other provision in this Agreement to the contrary, if the Company files or submits to the SEC an IPO Registration Statement before the effective date of the Shelf Registration Statement and the deadline for causing such Shelf Registration Statement to go effective is after the 60 day period beginning on the closing date of the Company’s initial public offering pursuant to the IPO Registration Statement, the Company shall cause the Shelf Registration Statement to be declared effective no later than 60 days after the closing date of the Company’s initial public offering pursuant to the IPO Registration Statement; provided, however, that if all Registrable Shares have been registered for resale and sold pursuant to the IPO Registration Statement, the Company shall have no obligation to cause the Shelf Registration Statement to be declared effective.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement. In addition, the Company’s obligation to file and use its commercially reasonable efforts to cause to become and keep effective the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of an IPO Registration Statement; provided, however, if the Company files or confidentially submits to the Commission an IPO Registration Statement before the effective date of the Shelf Registration Statement and the Company has used and is using commercially reasonable efforts to pursue the completion of such IPO, the Company shall have the right to defer causing the Commission to declare such Shelf Registration Statement effective until the first to occur of (A) the 60th day following the closing date of its IPO pursuant to the IPO Registration Statement and (B) November 30, 2020. Notwithstanding any provision to the contrary in this Agreement, any amendment to this Section 2(b) shall be valid only if declared advisable by the board of directors of the Company (the “Board of Directors” or “Board”) and approved by the affirmative vote of the Holders of at least two-thirds of the then-outstanding Registrable Shares.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement. In addition, the Company’s obligation to file and use its commercially reasonable efforts to cause to become and keep effective the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of an IPO Registration Statement; provided, however, if the Company files an IPO Registration Statement before the effective date of the Shelf Registration Statement, the Company shall have the right to defer causing the Commission to declare such Shelf Registration Statement effective until up to 60 days after the closing date of its initial public offering pursuant to the IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to the 144A Registration Rights Agreement and to provide the Holders of Continuing Investor Registrable Shares the right to register such Continuing Investor Registrable Shares in the Shelf Registration Statement pursuant to this Agreement shall not be affected by the filing or effectiveness of the IPO Registration Statement. In addition, subject to any extensions provided for in the 144A Registration Rights Agreement, the Company’s obligation to use its commercially reasonable efforts to cause to become and keep effective the Shelf Registration Statement pursuant to the 144A Registration Rights Agreement shall not be affected by the filing or effectiveness of an IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement or any Subsequent Shelf Registration Statement pursuant to Sections 2(a) or 2(c) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement, except to the extent Registrable Shares are sold pursuant to the IPO Registration Statement, in which case, the Company shall have the right to remove from the Shelf Registration Statement or any Subsequent Shelf Registration Statement, as applicable, the Registrable Shares sold pursuant to the IPO Registration Statement; provided, however, if the Company files an IPO Registration Statement before the effective date of the Shelf Registration Statement or such Subsequent Shelf Registration Statement, the Company shall have the right to defer causing the Commission to declare the Shelf Registration Statement or such Subsequent Shelf Registration Statement effective until sixty (60) days after effective date of the IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. Subject to Sections 2(a)(i) and 2(f) hereof, (A) the Company’s obligation to file the Mandatory Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement, and (B) the Company’s obligation to file and use its commercially reasonable efforts to cause to become and keep effective the Mandatory Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of an IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. Subject to Section 5 hereof, the Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement; provided, however, that if the Company files an IPO Registration Statement before the effective date of the Shelf Registration Statement, the Company may defer causing the Commission to declare the Shelf Registration Statement effective until ninety (90) days after the effective date of the IPO Registration Statement; provided further, however, that in the event any Registrable Shares are sold pursuant to the IPO Registration Statement, the Company shall have the right to remove from the Shelf Registration Statement such Registrable Shares sold pursuant to the IPO Registration Statement.
Shelf Registration not Impacted by IPO Registration Statement. The Company’s obligation to file the Shelf Registration Statement pursuant to Section 2(a) hereof shall not be affected by the filing or effectiveness of the IPO Registration Statement; provided, however, that if, prior to filing the Shelf Registration Statement with the Commission, the Company shall have filed an IPO Registration Statement with the Commission on or prior to the 210th day after the Closing Date and such IPO Registration Statement shall not have been declared effective on or prior to such 210th day, the Company may delay the filing of the Shelf Registration Statement beyond such 210th day in the event the staff of the Commission requests in writing, a copy of which shall be promptly provided to FBR, that the Company delay the filing of the Shelf Registration Statement until a later date or point in time in the staff review process, provided further, however, that such delay shall not extend beyond thirty (30) days following the date of initial effectiveness of the IPO Registration Statement.
