Common use of Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement Clause in Contracts

Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 days after the issuance of such Additional Shares, file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement on Form S-1 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Highland Financial Partners, L.P.), Registration Rights Agreement (Highland Financial Partners, L.P.)

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Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Shelf Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 sixty (60) days after the issuance of such Additional Shares, file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement Registration Statement on Form S-1 S-11 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement; provided that the provisions of Section 2(e) and Section 9 (provided that with respect to Section 9, the Company has at the time of the issuance of the Additional Shares completed an Underwritten Offering pursuant to the IPO Registration Statement) hereof will not apply to any such Subsequent Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Lexington Strategic Asset Corp)

Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Shelf Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 sixty (60) days after the issuance of such Additional Shares, file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement Registration Statement on Form S-1 S-11 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement; provided that the provisions of Section 2(e) and Section 9 (but, with respect to Section 9, only if the Company has at the time of the issuance of the Additional Shares completed an Underwritten Offering pursuant to the IPO Registration Statement) hereof will not apply to any such Subsequent Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Peoples Choice Financial Corp)

Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Shelf Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 sixty (60) days after the issuance of such Additional Shares, file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement on Form S-1 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) covering such Additional Shares on behalf of the Holders thereof in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement, provided that the provisions of Section 2(a), 2(b), 9 or 10(a) hereof will not apply to any such Subsequent Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (DiamondRock Hospitality Co)

Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Registration Statement, then the Company shall as soon as reasonably practicable, practicable (but in no event later than 60 days after prior to the issuance time the Company is eligible to use Form S-3 or any successor short form of such Additional Shares, registration statement) file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement on Form S-1 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) covering such Additional Shares on behalf of the Holders thereof in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement, provided that the provisions of Section 2(a) and 2(b) of this Agreement will not apply to any such Subsequent Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Cypress Sharpridge Investments, Inc.)

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Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Shelf Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 days after the issuance of such Additional Shares, practicable file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement on Form S-1 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a "Subsequent Shelf Registration Statement") covering such Additional Shares on behalf of the Holders thereof in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement, provided that the provisions of Section 2(a), 2(b), 9 or 10(a) hereof will not apply to any such Subsequent Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Spirit Finance Corp)

Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 days practicable after the issuance or distribution of such the Additional Shares, Shares file and use its commercially reasonable efforts to cause to be declared effective by the Commission an additional shelf registration statement, which shelf registration statement on Form S-1 or such other form shall be an “automatic shelf registration statement” as defined under the Securities Act then available Rule 405, to the extent the Company providing for the resale of the Additional Shares pursuant is eligible to Rule 415 from time to time by the Holders file such automatic shelf registration statement (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) ), covering such Additional Shares on behalf of the Holders thereof in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Tower Group, Inc.)

Subsequent Shelf Registration for Additional Shares Issued after Effectiveness of the Mandatory Shelf Registration Statement. If any Additional Shares are issued or distributed to Holders after the effectiveness of the Mandatory Shelf Registration Statement, or such Additional Shares were otherwise not included in a prior Shelf Registration Statement, then the Company shall as soon as reasonably practicable, but in no event later than 60 sixty (60) days after the issuance of such Additional Shares, file and use its commercially reasonable efforts to cause to be declared effective by the Commission as soon as practicable following such filing an additional shelf registration statement Registration Statement on Form S-1 S-11 or such other form under the Securities Act then available to the Company providing for the resale of the Additional Shares pursuant to Rule 415 from time to time by the Holders (such registration statement, including the Prospectus, amendments and supplements to such registration statement or Prospectus, including pre- pre-and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement, a “Subsequent Shelf Registration Statement”) in the same manner, and subject to the same provisions in this Agreement as the Mandatory Shelf Registration Statement; provided that the provisions of Section 2(e) and Section 9 (provided that with respect to Section 9, the Company has at the time of the issuance of the Additional Shares completed an Underwritten Offering pursuant to the IPO Registration Statement) hereof will not apply to any such Subsequent Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Asset Capital Corporation, Inc.)

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