CONCERNING THE REGISTRATION STATEMENT Clause Samples

CONCERNING THE REGISTRATION STATEMENT. (A) If applicable, the Company shall use its best efforts to keep the Registration Statement effective pursuant to Rule 415 with respect to the Warrant Shares at all times during the Registration Period, subject to 5(f)(1)(B). (B) Notwithstanding Section 5(f)(1)(A), if at any time the Company notifies the Buyer as contemplated by clause (C) of the first sentence of Section 5(f)(3) and the Company also notifies the Buyer that the event giving rise to such notice related to a development involving the Company which occurred subsequent to the later of (X) the SEC Effective Date and (y) the latest date prior to such notice on which the Company has amended or supplemented the Registration Statement, then the Company shall not be required to use best efforts to keep the Registration Statement effective during a Blackout Period; provided, however, that in any period of 365 consecutive days the Company shall not be entitled to avail itself of its rights under this Section 5((f)(1)(B) with respect to more than (i) an aggregate of 20 Trading Days, whether or not consecutive. (2) The Company will file the applicable Prospectus Supplement, in the form attached hereto as ANNEX VII, with the SEC within the time provided by Rule 424 of the 1933 Act Rules and Regulations. The Company will not, on or prior to the Closing Date, file any amendment or supplement to the Registration Statement or the Prospectus; or any document under the 1934 Act which would be deemed to be incorporated by reference therein, unless in each case a copy thereof shall first have been submitted to the Buyer within a reasonable period of time prior to the filing thereof. (3) The Company will notify the Buyer promptly, and will confirm such advice in writing (A) of any request by the SEC for amendments or supplements to the Registration Statement or the Prospectus or for additional information, (B) of the issuance by the SEC of any stop order suspending the effectiveness of the Registration Statement or the initiation of any proceedings for that purpose or the threat thereof, (C) of the happening of any event that makes any statement made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances in which they are made, not misleading and (D) of receipt by the Company or any representative or attorney of the Company of any other communication fr...