Common use of Shelf Registrations Clause in Contracts

Shelf Registrations. (i) If requested by the Standard General Parties and their Affiliates that are Holders of Registrable Securities and available to the Company, the Company shall use its reasonable best efforts to file a “shelf” registration statement providing for the registration of (a “Shelf Registration”), and the sale on a continuous or delayed basis of, the Registrable Securities, pursuant to Rule 415 or otherwise on Form S-1 (a “Form S-1 Shelf Registration Statement”). The Company shall notify the Holders of Registrable Securities named in the Form S-1 Shelf Registration Statement promptly once the Company confirms effectiveness thereof with the SEC. In the event that the Company qualifies for registration on Form S-3 or any comparable or successor form or forms or any similar short-form registration (a “Form S-3 Shelf Registration Statement” and, together with a Form S-1 Shelf Registration Statement, a “Shelf Registration Statement”), the Company shall use its commercially reasonable efforts to convert any Form S-1 Shelf Registration Statement to a Form S-3 Shelf Registration Statement. The Standard General Parties and their Affiliates that are Holders of Registrable Securities shall be entitled to request an unlimited number of Shelf Registrations, if available to the Company, with respect to the Registrable Securities held by the Holders and their Affiliates in addition to the other registration rights provided in Section 2 and this Section 3. No Shelf Registration shall count as a Demand Registration for purposes of calculating how many Demand Registrations the Standard General Parties and their Affiliates have initiated pursuant to the provisions of Section 3.

Shelf Registrations. (i) If requested by In addition to the Standard General Parties and their Affiliates that are rights contained in Section 2.1(a), the Holders who beneficially own a majority of the outstanding Registrable Securities and available beneficially owned by all Holders shall have the right, at any time that the Company is legally eligible to file a Shelf Registration Statement, to request registrations on a Shelf Registration Statement (each such right, a “Shelf Right”); provided, that each registration made pursuant to a Shelf Right must include Registrable Securities in an amount not less than the CompanyMinimum Demand Amount. Subject to Section 2.1(d), if the Company shall receive a Request specifying a registration pursuant to a Shelf Right, the Company shall use its reasonable best efforts file with the SEC, as expeditiously as reasonably possible after the initiation of a Shelf Right, a Shelf Registration Statement relating to file a “shelf” registration statement providing for the registration offer and sale of the Registrable Securities requested to be included therein by the Holders thereof from time to time (each such registration, a “Shelf Registration”), ) in accordance with the methods of distribution elected by such Holders and the sale on a continuous or delayed basis of, the Registrable Securities, pursuant shall use its best efforts to Rule 415 or otherwise on Form S-1 (a “Form S-1 cause such Shelf Registration Statement”)Statement to be declared effective under the Securities Act as expeditiously as reasonably possible thereafter. The Company shall notify use its best efforts to keep the Holders of Registrable Securities named in the Form S-1 Shelf Registration Statement promptly once continuously effective in order to permit the Company confirms effectiveness Prospectus forming a part thereof with to be usable by the SEC. In the event that the Company qualifies for registration on Form S-3 or any comparable or successor form or forms or any similar short-form registration (a “Form S-3 Shelf Registration Statement” and, together with a Form S-1 Shelf Registration Statement, a “Shelf Registration Statement”)Holders, the Company shall use its commercially reasonable efforts to convert underwriters and any Form S-1 Shelf Registration Statement to a Form S-3 Shelf Registration Statement. The Standard General Parties and their Affiliates that are Holders of Registrable Securities shall be entitled to request an unlimited number of Shelf Registrations, if available to brokers or dealers during the Company, with respect to the Registrable Securities held by the Holders and their Affiliates in addition to the other registration rights provided period set forth in Section 2 and this Section 3. No Shelf Registration shall count as a Demand Registration for purposes of calculating how many Demand Registrations the Standard General Parties and their Affiliates have initiated pursuant to the provisions of Section 32.1(g).

Shelf Registrations. In addition to the rights contained in Section 2.1(a), the Holders shall have the right, at any time that the Company is legally eligible to file a Shelf Registration Statement, to request registrations on a Shelf Registration Statement (i) If requested by the Standard General Parties and their Affiliates each such right, a “Shelf Right”); provided, that are Holders of each registration made pursuant to a Shelf Right must include Registrable Securities and available in an amount not less than the Minimum Demand Amount. Notwithstanding the foregoing, to the Companyextent the Initiating Holders do not include any Initial Advent Holders or Initial Xxxxxx Holders, then such Initiating Holders shall only have a Shelf Right if they beneficially own 20% or more of the outstanding Registrable Securities beneficially owned by all Holders. Subject to Section 2.1(d), if the Company shall receive a Request specifying a registration pursuant to a Shelf Right, the Company shall use its reasonable best efforts file with the SEC, as expeditiously as reasonably possible after the initiation of a Shelf Right, a Shelf Registration Statement relating to file a “shelf” registration statement providing for the registration offer and sale of the Registrable Securities requested to be included therein by the Holders thereof from time to time (each such registration, a “Shelf Registration”), ) in accordance with the methods of distribution elected by such Holders and the sale on a continuous or delayed basis of, the Registrable Securities, pursuant shall use its best efforts to Rule 415 or otherwise on Form S-1 (a “Form S-1 cause such Shelf Registration Statement”)Statement to be declared effective under the Securities Act as expeditiously as reasonably possible thereafter. The Company shall notify use its best efforts to keep the Holders of Registrable Securities named in the Form S-1 Shelf Registration Statement promptly once continuously effective in order to permit the Company confirms effectiveness Prospectus forming a part thereof with to be usable by the SEC. In the event that the Company qualifies for registration on Form S-3 or any comparable or successor form or forms or any similar short-form registration (a “Form S-3 Shelf Registration Statement” and, together with a Form S-1 Shelf Registration Statement, a “Shelf Registration Statement”)Holders, the Company shall use its commercially reasonable efforts to convert underwriters and any Form S-1 Shelf Registration Statement to a Form S-3 Shelf Registration Statement. The Standard General Parties and their Affiliates that are Holders of Registrable Securities shall be entitled to request an unlimited number of Shelf Registrations, if available to brokers or dealers during the Company, with respect to the Registrable Securities held by the Holders and their Affiliates in addition to the other registration rights provided period set forth in Section 2 and this Section 3. No Shelf Registration shall count as a Demand Registration for purposes of calculating how many Demand Registrations the Standard General Parties and their Affiliates have initiated pursuant to the provisions of Section 32.1(g).