Subsequent Registration Statements. The Company shall not cause or permit any new registration statements (except registration statements on Form X-0, X-0, or comparable forms) to become effective during the 90 days after the effective date of a registration statement covering shares of Common Stock owned by the Purchasers.
Subsequent Registration Statements. (1) If the Company shall pursuant to any Subsequent Sale require the Investor to purchase shares of Common Stock not previously registered and not covered by an effective Registration Statement filed with the SEC and which is not a Failed Registration Statement (as hereinafter defined) (an "Unregistered Sale"), then on or before the end of a 20 calendar day period immediately following each Closing Date relating to each such Subsequent Sale, the Company shall file with the SEC a registration statement (each a "Subsequent Registration Statement" and together with the First Registration Statement and any other registration statement covering Registrable Securities or otherwise required to be filed by the Company with the SEC as provided in this Agreement, the "Registration Statements" or each, a "Registration Statement") on Form S-3 if such form is then available to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the Subsequent Sale Shares purchased by the Investor and any Warrant Shares that have not been previously registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under each Subsequent Registration Statement shall be equal to two hundred percent (200%) of the number of Subsequent Sale Shares purchased by the Investor on the applicable Closing Date plus any Warrant Shares not previously registered;
Subsequent Registration Statements. (1)If the Company elects to exercise its right with respect to any Subsequent Sale for which the Sale Shares (or, in the case of a Subsequent Note Sale, the applicable Note Conversion Shares), on the applicable Closing Date, have not been previously registered and are not covered by an effective Registration Statement filed with the SEC which is not a Failed Registration Statement (as hereinafter defined) (an "Unregistered ------------ Sale"), then on or before the end of a 20 calendar day ---- period immediately following each Closing Date relating to each such Subsequent Sale, the Company shall file with the SEC a registration statement (each a "Subsequent Registration Statement," and together with --------------------------------- the First Registration Statement and any other registration statement covering Registrable Securities or otherwise required to be filed by the Company with the SEC as provided in this Agreement, the "Registration ------------ Statements" or each, a "Registration Statement") on Form ---------- ---------------------- S-3 if such form is then available to the Company and, if not, on such form promulgated by the SEC for which the Company qualifies, that counsel for the Company shall deem appropriate and which form shall be available for the sale of the Sale Shares purchased by the Investor or the Note Conversion Shares into which the applicable Subsequent Convertible Note may be converted and any Commitment Shares and Warrant Shares that have not been previously registered, in accordance with the intended method of distribution of such securities. The aggregate number of shares to be registered under each Subsequent Registration Statement shall be equal to (w) with respect to a Subsequent Share Sale, the number of Sale Shares purchased by the Investor on the applicable Closing Date or, with respect to a Subsequent Note Sale, the number of Note Conversion Shares into which the applicable Subsequent Convertible Note may be converted assuming a conversion price of $0.75, plus (x) a number of Protective Warrant Shares equal to the number of Sale Shares purchased by the Investor on the applicable Closing Date plus (y) with respect to any prior Convertible Notes and any previous Subsequent Share Sales, any Commitment Shares not previously registered plus (z) any Warrant Shares not previously registered;
Subsequent Registration Statements. For the period commencing on the Closing Date and ending on the date that is one hundred eighty (180) days following the effective date of the Registration Statement (as defined in the Registration Rights Agreement), the Company shall not file any registration statement under the Securities Act without the prior written consent of the Purchasers.
Subsequent Registration Statements. (a) Until the earlier of (i) three years following the Effective Date of the Initial Shelf Registration Statement and (ii) for so long as any Registrable Securities requested by the Requesting Group to be included in the Initial Shelf Registration Statement (the “Requested Securities”) constitute Registrable Securities (the “Registration Expiration Date”), the Company shall use its commercially reasonably efforts to (A) maintain its eligibility to register the Requested Securities on Form S-3 and (B) if the Company is unable to maintain its eligibility to register the Requested Securities on Form S-3, maintain its ability to meet the eligibility requirements to register the Requested Securities on Form S-1.
Subsequent Registration Statements. In the event the amount of shares covered by a Registration is limited by the SEC, the Company: (i) shall register the maximum number of Registrable Shares and Other Registrable Securities permitted by the SEC, allocated among the Holder and the holders of Other Registrable Securities in proportion to the amount previously included in the Registration, and (ii) shall file additional registration statements (the "Subsequent Registration Statements") covering the balance of the Registrable Shares and Other Registrable Securities as soon as practicable in light of SEC positions, rules and regulations. The Company shall use its best efforts to cause any and all Subsequent Registration Statements to become effective within seventy five (75) days after each such filing.
Subsequent Registration Statements. (i) In any underwriting agreement relating to the Company Offering, the Company will require that if the Lock-Up Release Underwriter agrees to an early release of any lock-up imposed in connection with the Company Registration Statement ("Lock-Up Release"), which Lock-Up Release shall apply to all such lock-ups, each other underwriter involved in the Company Offering must also release any such lock-up.
Subsequent Registration Statements. (a) Not later than ninety (90) days prior to each anniversary of the Merger Closing Date, the Company shall give written notice to each Holder (each, a "Company Notice") of its intention to file a Registration Statement with the SEC on or about such anniversary date covering the registration of the Registrable Securities held by the Holders (each, a "Subsequent Registration ------------------------ Statement"). ---------
Subsequent Registration Statements. Until the Registration Statement has been declared effective, the Company will not file any new registration statement.
Subsequent Registration Statements. The Company shall use its commercially reasonable best efforts to file subsequent Registration Statements to register the Registrable Securities that were not registered in the initial Registration Statement under Section 2(a) hereof (or any subsequent Registration Statement) as promptly as possible and in a manner permitted by the Commission. For purposes of this Section 2(b), “Filing Date” means with respect to each subsequent Registration Statement filed pursuant hereto, the later of (i) sixty (60) days following the sale of substantially all of the Registrable Securities included in the initial Registration Statement or any subsequent Registration Statement and (ii) six (6) months following the effective date of the initial Registration Statement or any subsequent Registration Statement, as applicable, or such earlier date as permitted by the Commission. For purposes of this Section 2(b), “Effectiveness Date” means with respect to each subsequent Registration Statement filed pursuant hereto, the earlier of (A) the ninetieth (90th) day following the filing date of such Registration Statement (or in the event such Registration Statement receives a “full review” by the Commission, the one hundred twentieth (120th) day following such filing date) or (B) the date which is within three (3) Business Days after the date on which the Commission informs the Company (i) that the Commission will not review such Registration Statement or (ii) that the Company may request the acceleration of the effectiveness of such Registration Statement and the Company makes such request; provided that, if the Effectiveness Date falls on a Saturday, Sunday or any other day which shall be a legal holiday or a day on which the Commission is authorized or required by law or other government actions to close, the Effectiveness Date shall be the following Business Day.
