Common use of Warrant Shelf Registration Clause in Contracts

Warrant Shelf Registration. The Company shall cause to be filed -------------------------- within 60 days after the date of original issuance of the Initial Warrants a shelf registration statement under the Act (the "Warrant Shelf Registration -------------------------- Statement"), relating to all Transfer Restricted Warrants, the Holders of which --------- shall have provided the information required pursuant to Section 4(f) hereof, and shall use its best efforts to cause such Warrant Shelf Registration Statement to become effective under the Act within 120 days after the date of original issuance of the Initial Warrants. The Company shall use its best efforts to keep the Warrant Shelf Registration Statement continuously effective, supplemented and amended as required by the provisions of Sections 6(b) and (c) hereof to the extent necessary to ensure that it is available for sales of Transfer Restricted Warrants by the Holders thereof entitled to the benefit of this Section 4(b), and to ensure that it conforms with the requirements of this Agreement, the Act and the policies, rules and regulations of the Commission as announced from time to time, until the earlier of (i) such time as all Transfer Restricted Warrants have been sold thereunder or otherwise or exercised and (ii) three years after its effective date; provided, however, that (x) in the event the Company is -------- ------- required to issue Contingent Warrants and/or Additional Warrants, as the case may be, the Company shall amend the Warrant Shelf Registration Statement to include such Contingent Warrants and/or Additional Warrants, (y) the Company may include in the Warrant Shelf Registration Statement additional warrants issued pursuant to the Warrant Agreement, and in the case of either (x) or (y), the time period specified in this Section 4(b)(ii) shall be three years after the issuance of such additional warrants pursuant to the Warrant Agreement, Contingent Warrants and/or Additional Warrants.

Warrant Shelf Registration. The Company (a) If any Warrants are included in a Demand Registration, Parent shall prepare and cause to be filed -------------------------- within 60 with the Commission on or prior to 30 days (or, if the Warrants are not at such time of the same class as securities listed on a national securities exchange or quoted in a U.S. automated system (as determined pursuant to Rule 144A under the Act, 90 days)) after the date of original issuance of the Initial Warrants a shelf registration statement Demand Registration Request, pursuant to Rule 415 under the Act Act, a Registration Statement (the each a "Warrant Shelf Registration -------------------------- Statement"), ) on the appropriate form relating to all resales of Transfer Restricted Warrants, Warrant Securities by the Holders of which --------- shall have provided the information required pursuant to Section 4(f) hereof, and thereof. Parent shall use its best efforts to cause such the Warrant Shelf Registration Statement to become be declared effective by the Commission on or before 90 days (or, if the Warrants are not at such time of the same class as securities listed on a national securities exchange or quoted in a U.S. automated system (as determined pursuant to Rule 144A under the Act within 120 days Act, 180 days), after the date of original issuance of the Initial WarrantsDemand Registration is effected. The Company shall use its best efforts to keep the Warrant Shelf Registration Statement continuously effective, supplemented and amended as required by the provisions of Sections 6(b) and (c) hereof to To the extent necessary to ensure that it the Warrant Shelf Registration Statement is available for sales of Transfer Restricted Warrants Warrant Securities by the Holders thereof entitled to the benefit of this Section 4(b7(a), Parent shall use its best efforts to keep any Warrant Shelf Registration Statement required by this Section 7(a) continuously effective, supplemented, amended and current as required by and subject to ensure that it conforms the provisions of Section 8(b) hereof and in conformity with the requirements of this Agreement, the Act and the policies, rules and regulations of the Commission as announced from time to time, until the earlier of (i) such time two years following the first date as all Transfer Restricted of which no Warrants have been sold thereunder or otherwise or exercised remain outstanding and (ii) three years after its effective dateif all of the Warrants expire unexercised, the Expiration Date; provided that such obligation shall expire before such date if Parent delivers to the Warrant Agent (if there is a Warrant Agent at such time, or, if there is no Warrant Agent, to the Holders) a written opinion of counsel to Parent (which opinion of counsel shall be satisfactory to Parent) that all Holders (other than Affiliates of Parent) of Warrants and Warrant Shares may resell the Warrants and the Warrant Shares without registration under the Act and without restriction as to the manner, timing or volume of any such sale and instruct the Warrant Agent to (or if there is no Warrant Agent, Parent shall) remove the private placement legend from all Warrants and Warrant Shares; provided, howeverfurther, that (x) in notwithstanding the event foregoing, any Affiliate of Parent may, with notice to Parent, require Parent to keep the Company is -------- ------- required to issue Contingent Warrants and/or Additional Warrants, as the case may be, the Company shall amend the Warrant Shelf Registration Statement to include continuously effective for resales by such Contingent Affiliate for so long as such Affiliate holds Warrants and/or Additional Warrantsor Warrant Shares, (y) the Company may include in the Warrant Shelf Registration Statement additional warrants issued pursuant to the Warrant Agreement, and in the case including as a result of either (x) any market-making activities or (y), the time period specified in this Section 4(b)(ii) shall be three years after the issuance other trading activities of such additional warrants pursuant to the Warrant Agreement, Contingent Warrants and/or Additional WarrantsAffiliate.

Warrant Shelf Registration. The Company (a) If any Warrants are included in a Demand Registration, Parent shall prepare and cause to be filed -------------------------- within 60 with the Commission on or prior to 30 days (or, if the Warrants are not at such time of the same class as securities listed on a national securities exchange or quoted in a U.S. automated system (as determined pursuant to Rule 144A under the Act, 90 days)) after the date of original issuance of the Initial Warrants a shelf registration statement Demand Registration Request, pursuant to Rule 415 under the Act Act, a Registration Statement (each a "WARRANT SHELF REGISTRATION STATEMENT") on the "Warrant Shelf Registration -------------------------- Statement"), appropriate form relating to all resales of Transfer Restricted Warrants, Warrant Securities by the Holders of which --------- shall have provided the information required pursuant to Section 4(f) hereof, and thereof. Parent shall use its best efforts to cause such the Warrant Shelf Registration Statement to become be declared effective by the Commission on or before 90 days (or, if the Warrants are not at such time of the same class as securities listed on a national securities exchange or quoted in a U.S. automated system (as determined pursuant to Rule 144A under the Act within 120 days Act, 180 days), after the date of original issuance of the Initial WarrantsDemand Registration is effected. The Company shall use its best efforts to keep the Warrant Shelf Registration Statement continuously effective, supplemented and amended as required by the provisions of Sections 6(b) and (c) hereof to To the extent necessary to ensure that it the Warrant Shelf Registration Statement is available for sales of Transfer Restricted Warrants Warrant Securities by the Holders thereof entitled to the benefit of this Section 4(b7(a), Parent shall use its best efforts to keep any Warrant Shelf Registration Statement required by this Section 7(a) continuously effective, supplemented, amended and current as required by and subject to ensure that it conforms the provisions of Section 8(b) hereof and in conformity with the requirements of this Agreement, the Act and the policies, rules and regulations of the Commission as announced from time to time, until the earlier of (i) such time two years following the first date as all Transfer Restricted of which no Warrants have been sold thereunder or otherwise or exercised remain outstanding and (ii) three years after its effective dateif all of the Warrants expire unexercised, the Expiration Date; provided that such obligation shall expire before such date if Parent delivers to the Warrant Agent (if there is a Warrant Agent at such time, or, if there is no Warrant Agent, to the Holders) a written opinion of counsel to Parent (which opinion of counsel shall be satisfactory to Parent) that all Holders (other than Affiliates of Parent) of Warrants and Warrant Shares may resell the Warrants and the Warrant Shares without registration under the Act and without restriction as to the manner, timing or volume of any such sale and instruct the Warrant Agent to (or if there is no Warrant Agent, Parent shall) remove the private placement legend from all Warrants and Warrant Shares; provided, howeverfurther, that (x) in notwithstanding the event foregoing, any Affiliate of Parent may, with notice to Parent, require Parent to keep the Company is -------- ------- required to issue Contingent Warrants and/or Additional Warrants, as the case may be, the Company shall amend the Warrant Shelf Registration Statement to include continuously effective for resales by such Contingent Affiliate for so long as such Affiliate holds Warrants and/or Additional Warrantsor Warrant Shares, (y) the Company may include in the Warrant Shelf Registration Statement additional warrants issued pursuant to the Warrant Agreement, and in the case including as a result of either (x) any market-making activities or (y), the time period specified in this Section 4(b)(ii) shall be three years after the issuance other trading activities of such additional warrants pursuant to the Warrant Agreement, Contingent Warrants and/or Additional WarrantsAffiliate.

Warrant Shelf Registration. The Company (a) If any Warrants are included in a Demand Registration, Parent shall prepare and cause to be filed -------------------------- within 60 with the Commission on or prior to 30 days (or, if the Warrants are not at such time of the same class as securities listed on a national securities exchange or quoted in a U.S. automated system (as determined pursuant to Rule 144A under the Act, 90 days)) after the date of original issuance of the Initial Warrants a shelf registration statement Demand Registration Request, pursuant to Rule 415 under the Act Act, a Registration Statement (each a "WARRANT SHELF REGISTRATION STATEMENT") on the "Warrant Shelf Registration -------------------------- Statement"), appropriate form relating to all resales of Transfer Restricted Warrants, Warrant Securities by the Holders of which --------- shall have provided the information required pursuant to Section 4(f) hereof, and thereof. Parent shall use its reasonable best efforts to cause such the Warrant Shelf Registration Statement to become be declared effective by the Commission on or before 90 days (or, if the Warrants are not at such time of the same class as securities listed on a national securities exchange or quoted in a U.S. automated system (as determined pursuant to Rule 144A under the Act within 120 days Act, 180 days), after the date of original issuance of the Initial WarrantsDemand Registration is effected. The Company shall use its best efforts to keep the Warrant Shelf Registration Statement continuously effective, supplemented and amended as required by the provisions of Sections 6(b) and (c) hereof to To the extent necessary to ensure that it the Warrant Shelf Registration Statement is available for sales of Transfer Restricted Warrants Warrant Securities by the Holders thereof entitled to the benefit of this Section 4(b7(a), Parent shall use its reasonable best efforts to keep any Warrant Shelf Registration Statement required by this Section 7(a) continuously effective, supplemented, amended and current as required by and subject to ensure that it conforms the provisions of Section 8(b) hereof and in conformity with the requirements of this Agreement, the Act and the policies, rules and regulations of the Commission as announced from time to time, until the earlier of (i) such time two years following the first date as all Transfer Restricted of which no Warrants have been sold thereunder or otherwise or exercised remain outstanding and (ii) three years after its effective dateif all of the Warrants expire unexercised, the Expiration Date; provided that such obligation shall expire before such date if Parent delivers to the Warrant Agent (if there is a Warrant Agent at such time, or, if there is no Warrant Agent, to the Holders) a written opinion of counsel to Parent (which opinion of counsel shall be satisfactory to Parent) that all Holders (other than Affiliates of Parent) of Warrants and Warrant Shares may resell the Warrants and the Warrant Shares without registration under the Act and without restriction as to the manner, timing or volume of any such sale and instruct the Warrant Agent to (or if there is no Warrant Agent, Parent shall) remove the private placement legend from all Warrants and Warrant Shares; provided, howeverfurther, that (x) in notwithstanding the event foregoing, any Affiliate of Parent may, with notice to Parent, require Parent to keep the Company is -------- ------- required to issue Contingent Warrants and/or Additional Warrants, as the case may be, the Company shall amend the Warrant Shelf Registration Statement to include continuously effective for resales by such Contingent Affiliate for so long as such Affiliate holds Warrants and/or Additional Warrantsor Warrant Shares, (y) the Company may include in the Warrant Shelf Registration Statement additional warrants issued pursuant to the Warrant Agreement, and in the case including as a result of either (x) any market-making activities or (y), the time period specified in this Section 4(b)(ii) shall be three years after the issuance other trading activities of such additional warrants pursuant to the Warrant Agreement, Contingent Warrants and/or Additional WarrantsAffiliate.