Effectiveness of Shelf Registration Statement. (1) The date of this Agreement is not more than three years subsequent to the initial effective time of the Registration Statement. If by the third anniversary (the “Renewal Deadline”) of the initial effective date of the Registration Statement, any of the Securities remain unsold by the Underwriters, the Company will file, if it has not already done so and is eligible to do so, a new shelf registration statement relating to the Securities, in a form satisfactory to the Underwriters and will use its best efforts to cause such registration statement to be declared effective within 180 days after the Renewal Deadline. The Company will take all other action necessary or appropriate to permit the public offering and sale of the Securities to continue as contemplated in the expired registration statement relating to the Securities. References herein to the Registration Statement shall include such new shelf registration statement.
Effectiveness of Shelf Registration Statement. The Registration Statement initially became effective within three years of the date hereof.
Effectiveness of Shelf Registration Statement. Subject to Section 2(c), the Company shall use commercially reasonable efforts (i) to respond to any comments received from the staff of the SEC as promptly as practicable, (ii) to have the Shelf Registration Statement ready to be declared effective within a reasonable period of time following the Agreement Date, and (iii) to keep the Shelf Registration Statement continuously effective during the time period (the “Effectiveness Period”) commencing on the date such Shelf Registration Statement is declared effective (the “Effective Time”) and ending on the date that is the earlier of (A) one year from the closing of the transactions contemplated by the Share Exchange Agreement and (B) the date that all Registrable Securities have been sold, whether pursuant to the Shelf Registration Statement or otherwise; provided that (x) before filing a Shelf Registration Statement or prospectus or any amendments or supplements thereto (other than documents incorporated by reference), the Company shall provide counsel selected by the Holders of a majority of the Registrable Securities with a reasonable opportunity to review and comment on such Shelf Registration Statement and each prospectus included therein (and each such amendment and supplement thereto) to be filed with the SEC, subject to such documents being under the Company’s control and (y) the Company shall notify the Holders and counsel for the Holders of any stop order issued or threatened by the SEC and shall take commercially reasonable actions required to prevent the entry of such stop order or to remove such stop order if entered.
Effectiveness of Shelf Registration Statement. If required by Holdings, the shelf registration statement in respect of the Common Stock Consideration that is contemplated by the Registration Rights Agreement shall be effective under the Securities Act.
Effectiveness of Shelf Registration Statement. Section 6.1(b) of the Registration Rights Agreement shall be replaced in its entirety with the following:
Effectiveness of Shelf Registration Statement. The Company shall use its best efforts to cause the Shelf Registration Statement to be declared effective under the Securities Act as promptly as practicable after the filing thereof and, unless directed otherwise by the holders of a majority of the Restricted Registrable Securities included therein, shall use its best efforts to keep the Shelf Registration Statement continuously effective under the Securities Act until all of the Registrable Securities shall have ceased to be Restricted Registrable Securities (the "Effectiveness Period").
Effectiveness of Shelf Registration Statement. Key agrees to maintain the Shelf Registration Statement in effect for the maximum period allowable under the regulations promulgated by the Commission; provided that if such maximum period is less than three years from the Closing Date and if as of the end of such maximum period not all of the Key Shares registered under the Shelf Registration Statement have been sold, then within 10 days after the end of such maximum period Key shall file either a post-effective amendment to the existing Shelf Registration Statement or a new Shelf Registration Statement covering the offer and resale by the Shareholders of all Key Shares not previously sold, and Key will use its best efforts to cause the same to be declared effective promptly by the Commission and will maintain such Shelf Registration Statement in effect until the third anniversary of the Closing Date. In addition, Key shall amend the Shelf Registration Statement and supplement the prospectus included therein as and when required by Form S-3 or the applicable form, or by the Securities Act.
Effectiveness of Shelf Registration Statement. Key agrees to maintain the Shelf Registration in effect until the earlier of (i) the date that the Key Share Recipient can transfer the Covered Shares without restriction pursuant to Rule 144 promulgated under the Securities Act (or any successor rule) and (ii) the date that the Key Share Recipient no longer own any of the Covered Shares. In addition, Key shall amend the Shelf Registration Statement and supplement the prospectus included therein as and when required by Form S-3 or the applicable form, or by the Securities Act. Key shall promptly deliver upon request from time to time to Key Share Recipient copies of the prospectus, as supplemented, in order to facilitate resale of the Covered Shares.
Effectiveness of Shelf Registration Statement. The Company agrees to use its reasonable best efforts to cause the Shelf Registration Statement filed pursuant to this Section 3 to become effective as promptly as practicable and thereafter to keep such Shelf Registration Statement effective continuously until the earlier of the date as of which (i) all of the Registrable Securities have been sold pursuant to the Shelf Registration Statement or (ii) the Holders are permitted to sell all of the Registrable Securities under Rule 144(k) under the Securities Act (or any similar provision then in force permitting the sale of restricted securities without limitation on the amount of securities sold or the manner of sale). The Company shall notify the Holders by facsimile notice on the same Business Day that the Shelf Registration Statement is declared effective by the SEC.
Effectiveness of Shelf Registration Statement. If the third anniversary of the initial effective date of the Registration Statement (within the meaning of Rule 415(a)(5) under the Act) shall occur at any time during the period when a prospectus is required by the Act to be delivered (whether physically or through compliance with Rule 172 under the Act or any similar rule) in connection with any sale of Units, the Partnership will (i) file with the Commission, prior to such third anniversary, a new registration statement under the Act relating to the Units, which new registration statement shall comply with the requirements of the Act (including, without limitation, Rule 415(a)(6) under the Act) and shall be in a form satisfactory to the Underwriters, and (ii) use its best efforts to cause such new registration statement to become effective under the Act as soon as practicable, but in any event within 180 days after such third anniversary and promptly notify the Underwriters of such effectiveness; the Partnership shall take all other necessary or appropriate actions to permit the public offering and sale of the Units to continue as contemplated in the Prospectus; all references herein to the Registration Statement shall be deemed to include each such new registration statement, if any.
