Common use of Effectiveness Period Clause in Contracts

Effectiveness Period. Subject to the terms of this Agreement, the Company shall use its best efforts to cause a Registration Statement filed under this Agreement (including under Section (a)(ii)) to be declared effective under the Securities Act within sixty (60) days after the filing thereof, but in any event no later than the applicable Effectiveness Deadline, and shall use its best efforts to keep all Registration Statements covering Registrable Securities continuously effective under the Securities Act until all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder or pursuant to Rule 144, or (y) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Transfer Agent and the affected Holder (the period between (A) the earlier of the date the Registration Statement is effective and the Effectiveness Deadline and (B) the earlier of (x) or (y) above, being the “Effectiveness Period”). In addition to filing in accordance with Rule 461 as promulgated under the Securities Act a request for effectiveness of a Registration Statement, as of 5:00 p.m. Eastern Time on a Trading Day, the Company shall also telephonically request such effectiveness of . The Company shall immediately notify the Holders of the effectiveness of a Registration Statement on the same Trading Day that the Company telephonically confirms effectiveness with the SEC, which shall be the date requested for effectiveness of such Registration Statement. The Company shall, by 9:30 a.m. Eastern Time on the Trading Day after the effective date of such Registration Statement, file a final Prospectus with the SEC as required by Rule 424. Failure to so notify the Holders within one (1) Trading Day of such notification of effectiveness or failure to file a final Prospectus as foresaid shall be deemed an Event under Section 2(e).

Effectiveness Period. Subject to the terms of this Agreement, the Company shall use its best efforts to cause a Registration Statement filed under this Agreement (including under Section (a)(ii)) to be declared effective under the Securities Act within sixty forty-five (6045) days after the filing thereof, but in any event no later than the applicable Effectiveness Deadline, and shall use its best efforts to keep all Registration Statements covering Registrable Securities continuously effective under the Securities Act until all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder or pursuant to Rule 144, or (y) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Transfer Agent and the affected Holder (the period between (A) the earlier of the date the Registration Statement is effective and the Effectiveness Deadline and (B) the earlier of (x) or (y) above, being the “Effectiveness Period”). In addition to filing in accordance with Rule 461 as promulgated under the Securities Act a The Company shall telephonically request for effectiveness of a Registration Statement, Statement as of 5:00 p.m. Eastern Time on a Trading Day, the Company shall also telephonically request such effectiveness of . The Company shall immediately notify the Holders of the effectiveness of a Registration Statement on the same Trading Day that the Company telephonically confirms effectiveness with the SEC, which shall be the date requested for effectiveness of such Registration Statement. The Company shall, by 9:30 a.m. Eastern Time on the Trading Day after the effective date of such Registration Statement, file a final Prospectus with the SEC as required by Rule 424. Failure to so notify the Holders within one (1) Trading Day of such notification of effectiveness or failure to file a final Prospectus as foresaid shall be deemed an Event under Section 2(e).

Effectiveness Period. Subject to the terms of this Agreement, the Company shall use its best efforts to cause a Registration Statement filed under this Agreement (including under Section (a)(ii)) to be declared effective under the Securities Act within sixty (60) days after the filing thereof, but in any event no later than the applicable Effectiveness Deadline, and shall use its best efforts to keep all such Registration Statements covering Registrable Securities Statement continuously effective under the Securities Act until all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder or pursuant to Rule 144, or (y) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Transfer Agent and the affected Holder (the period between (A) the earlier of the date the Registration Statement is effective and the Effectiveness Deadline and (B) the earlier of (x) or (y) above, being the “Effectiveness Period”). In addition to filing in accordance with Rule 461 as promulgated under the Securities Act a The Company shall telephonically request for effectiveness of a Registration Statement, Statement as of 5:00 p.m. Eastern Time on a Trading Day, the Company shall also telephonically request such effectiveness of . The Company shall immediately notify the Holders Holder via facsimile or by e-mail of the effectiveness of a Registration Statement on the same Trading Day that the Company telephonically confirms effectiveness with the SECCommission, which shall be the date requested for effectiveness of such Registration Statement. The Company shall, by 9:30 a.m. Eastern Time on the Trading Day after the effective date of such Registration Statement, file a final Prospectus with the SEC Commission as required by Rule 424. Failure to so notify the Holders within one (1) Trading Day of such notification of effectiveness or failure to file a final Prospectus as foresaid shall be deemed an Event under Section 2(e).

Effectiveness Period. Subject After the Registration Statement has become effective, and subject to the terms of this Agreementany Blackout Periods, the Company shall use its best efforts to cause a Registration Statement filed under this Agreement (including under Section (a)(ii)) to be declared effective under the Securities Act within sixty (60) days after the filing thereof, but in any event no later than the applicable Effectiveness Deadline, and shall use its reasonable best efforts to keep all such Registration Statements covering Registrable Securities continuously Statement effective under until the Securities Act until earlier of (i) the date that all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder may be sold by non-affiliates without volume or pursuant to manner of sale restrictions under Rule 144, or (y) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement requirements under Rule 144144 (including under Rule 144I(1) and Rule 144(i)(2)), as determined by counsel to the Company (which may be in-house counsel) pursuant to a written opinion letter to such effect, addressed and reasonably acceptable to the Transfer Agent and the affected Holder Company’s transfer agent, or (the period between (Aii) the earlier of the date such time as all Registrable Securities covered by the Registration Statement is effective and have been publicly sold either pursuant to the Effectiveness Deadline and Registration Statement in accordance with the plan of distribution set forth therein or pursuant to Rule 144 (B) the earlier of (x) or (y) above, being the “Effectiveness Period”). In addition The Company shall prepare and file with the Commission such amendments, including post-effective amendments, and supplements to filing the Registration Statement and the prospectus used in accordance connection therewith as may be necessary to keep the Registration Statement effective and in compliance with Rule 461 as promulgated under the provisions of the Securities Act a request for the Effectiveness Period. Notwithstanding anything to the contrary set forth herein, the Effectiveness Period shall include any period during which any Registrable Securities cease to be saleable under Rule 144 by virtue of the Company’s failure to be in compliance with the current public information required under Rule 144 (including under Rule 144I(1) and Rule 144(i)(2)) or subject to any volume limitations on sale thereunder, and in the event the Company is not able to maintain the effectiveness of a the Registration Statement, as Statement following the occurrence of 5:00 p.m. Eastern Time on a Trading Daysuch failure or imposition of any volume limitation, the Company shall also telephonically request will use its reasonable best efforts to file with the Commission, as promptly as possible following such effectiveness of . The Company shall immediately notify the Holders occurrence and in any event no later than sixty (60) days thereafter, a new Registration Statement covering all of the effectiveness Registrable Securities, and shall otherwise comply with all of a Registration Statement on the same Trading Day that the Company telephonically confirms effectiveness provisions of this Agreement with the SEC, which shall be the date requested for effectiveness of respect to such new Registration Statement. The Company shall, by 9:30 a.m. Eastern Time on the Trading Day after the effective date of such Registration Statement, file a final Prospectus with the SEC as required by Rule 424. Failure to so notify the Holders within one (1) Trading Day of such notification of effectiveness or failure to file a final Prospectus as foresaid shall be deemed an Event under Section 2(e).

Effectiveness Period. Subject to the terms of this Agreement, the Company shall use its best efforts to cause a Registration Statement filed under this Agreement (including under Section clause (a)(ii)) (Registration Statements; Additional) above) to be declared effective under the Securities Act within sixty forty-five (6045) days after the filing thereof, but in any event no later than the applicable Effectiveness Deadline, and shall use its best efforts to keep all Registration Statements covering Registrable Securities continuously effective under the Securities Act until all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder or pursuant to Rule 144, or (y) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Transfer Agent and the affected Holder (the period between (A) the earlier of the date the such Registration Statement is effective and the Effectiveness Deadline and (B) the earlier of (x) or (y) above, date on which all such Registrable Securities have been sold being the “Effectiveness Period”). In addition to filing in accordance with Rule 461 as promulgated under the Securities Act a The Company shall telephonically request for effectiveness of a Registration Statement, Statement as of 5:00 p.m. Eastern Time on a Trading Day, the Company shall also telephonically request such effectiveness of trading day. The Company shall immediately notify the Holders Holder of the effectiveness of a Registration Statement on the same Trading Day trading day that the Company telephonically confirms effectiveness with the SEC, which shall be the date requested for effectiveness of such Registration Statement. The Company shall, by 9:30 a.m. Eastern Time on the Trading Day trading day after the effective date of such Registration Statement, file a final Prospectus with the SEC as required by Rule 424. Failure to so notify the Holders Holder within one (1) Trading Day trading day of such notification of effectiveness or failure to file a final Prospectus as foresaid shall be deemed an Event under Section 2(e1(e) (Partial Liquidated Damages). Notwithstanding the above, in the event the Company has been notified by the SEC, that it will not be reviewed or is no longer subject to further review and comments, on or after February 11, 2026 and as a result, the Company will be unable to have the Registration Statement declared effective prior to the filing of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 10-K”), then the Effectiveness Period and Effectiveness Deadline shall be extended to the fifth (5th ) trading day following the date on which the 2025 10-K has been filed with the SEC (the “Registration Exception”).

Effectiveness Period. Subject to the terms of this Agreement, the Company shall use its best efforts to cause a Registration Statement filed under this Agreement (including under Section (a)(ii)) to be declared effective under the Securities Act within sixty forty-five (6045) days after the filing thereof, but in any event no later than the applicable Effectiveness Deadline, and shall use its best efforts to keep all such Registration Statements covering Registrable Securities Statement continuously effective under the Securities Act until all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder or pursuant to Rule 144, or (y) may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Transfer Agent and the affected Holder (the period between (A) the earlier of the date the Registration Statement is effective and the Effectiveness Deadline and (B) the earlier of (x) or (y) above, being the “Effectiveness Period”). In addition to filing in accordance with Rule 461 as promulgated under the Securities Act a The Company shall telephonically request for effectiveness of a Registration Statement, Statement as of 5:00 p.m. Eastern Time on a Trading Day, the Company shall also telephonically request such effectiveness of . The Company shall immediately notify the Holders Holder via facsimile or by e-mail of the effectiveness of a Registration Statement on the same Trading Day that the Company telephonically confirms effectiveness with the SECCommission, which shall be the date requested for effectiveness of such Registration Statement. The Company shall, by 9:30 a.m. Eastern Time on the Trading Day after the effective date of such Registration Statement, file a final Prospectus with the SEC Commission as required by Rule 424. Failure to so notify the Holders within one (1) Trading Day of such notification of effectiveness or failure to file a final Prospectus as foresaid shall be deemed an Event under Section 2(e).

Effectiveness Period. Subject to the terms of this Agreement, the The Company shall use its best commercially reasonable efforts to cause a each Registration Statement filed under this Agreement (including under Section (a)(ii)) to be declared effective under by the Securities Act within sixty (60) days after the filing thereofSEC as soon as practicable and, but in with respect to any event Demand Registration Statement or New Demand Registration Statement, as applicable, no later than the Effectiveness Deadline applicable Effectiveness Deadlineto such Registration Statement (including filing with the SEC a request for acceleration of effectiveness in accordance with Rule 461 promulgated under the 1933 Act within five (5) Business Days after the date that the Company is notified (orally or in writing, whichever is earlier) by the SEC that such Registration Statement will not be “reviewed,” or not be subject to further review and the effectiveness of such Registration Statement may be accelerated), and shall use its best commercially reasonable efforts to keep all each Registration Statements covering Registrable Securities Statement continuously effective under the Securities 1933 Act until the earlier of (i) such time as all of the Registrable Securities covered by such Registration Statement have been publicly sold by the Holders or (ii) the date that all Registrable Securities covered by such Registration Statement (x) have been sold, thereunder or pursuant to Rule 144, or (y) may be sold by non-affiliates without volume or manner-of-sale restrictions pursuant to restriction under Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by counsel to the Company pursuant to a written opinion letter to such effect, addressed and reasonably acceptable to the Company’s Transfer Agent and the affected Holder (the period between (A) the earlier of the date the Registration Statement is effective and the Effectiveness Deadline and (B) the earlier of (x) or (y) above, being the “Effectiveness Period”). In addition to filing in accordance with Rule 461 as promulgated under the Securities Act a The Company shall request for effectiveness of a Registration Statement, Statement as of 5:00 p.m. Eastern Time New York City time on a Trading Day, the Company shall also telephonically request such effectiveness of . The Company shall immediately promptly notify the Holders via facsimile or electronic mail of a “.pdf” format data file of the effectiveness of a Registration Statement on within one (1) Business Day of the same Trading Day that the Company telephonically confirms effectiveness Effective Date with the SEC, which shall be the date requested for effectiveness of respect to such Registration Statement. The Company shall, by 9:30 a.m. Eastern New York City Time on the first Trading Day after the effective date of such Registration StatementEffective Date, file a final Prospectus with the SEC SEC, as required by Rule 424424(b). Failure to so notify the Holders within one (1) Trading on or before the second Business Day of after such notification of or effectiveness or failure to file a final Prospectus as foresaid aforesaid shall be deemed an Event under Section 2(e2(c).