Common use of Preparation of Registration Statement; Effectiveness Clause in Contracts

Preparation of Registration Statement; Effectiveness. Prepare and file with the SEC (in any event not later than ninety (90) days after receipt of a Demand Request to file a Registration Statement with respect to Registrable Securities), a Registration Statement on any form on which the Company then qualifies, which counsel for the Company shall deem appropriate and pursuant to which such offering may be made in accordance with the intended method of distribution thereof (except that the Registration Statement shall contain such information as may reasonably be requested for marketing or other purposes by the managing underwriter), and use its reasonable best efforts to cause any registration required hereunder to become effective as soon as practicable after the initial filing thereof and remain effective for a period of not less than one hundred and eighty (180) days (or such shorter period in which all Registrable Securities have been sold in accordance with the methods of distribution set forth in the Registration Statement); provided, however, that, in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or delayed basis, such one hundred and eighty (180) day period shall be extended, if necessary, to keep the Registration Statement effective until all such Registrable Securities are sold, provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis. Notwithstanding the foregoing, the Company may (A) defer the filing of a Registration Statement for a period of not more than 90 days (but not more than once in any twelve-month period) or (B) suspend the use of a prospectus under a Registration Statement on Form S-3 for a period not to exceed 30 days in any three-month period or an aggregate of 90 days in any 12-month period, in each case if the Board of Directors of the Company determines in good faith that because of bona fide business reasons (not including the avoidance of the Company’s obligations hereunder), including the acquisition or divestiture of assets, pending corporate developments and similar events, it is in the best interests of the Company to delay the filing of such Registration Statement or to suspend the use of such prospectus, and prior to delaying such filing or suspending such use, the Company provides the Participating Holders with written notice of such delay or suspension, which notice need not specify the nature of the event giving rise to such delay or suspension;

Appears in 4 contracts

Samples: Registration Rights Agreement (Greenlight Capital LLC), Registration Rights Agreement (BioFuel Energy Corp.), Registration Rights Agreement (BioFuel Energy Corp.)

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Preparation of Registration Statement; Effectiveness. Prepare and file with the SEC (in any event not later than ninety thirty (9030) days after receipt of a Demand Request or a Shelf Request, as applicable, to file a Registration Statement with respect to Registrable Securities), a Registration Statement on any form on which the Company Partnership then qualifies, which counsel for the Company Partnership shall deem appropriate and pursuant to which such offering may be made in accordance with the intended method of distribution thereof for a Demand Request and on Form X-0, Xxxx X-0 or any other available form for a Shelf Request (except that the Registration Statement shall contain such information as may reasonably be requested for marketing or other purposes by the managing underwriter), and use its commercially reasonable best efforts to cause any registration required hereunder to become effective as soon as practicable after the initial filing thereof (and within ninety (90) days of such filing) and remain effective for a period of not less than one hundred and eighty (180) days (or such shorter period in which all Registrable Securities have been sold in accordance with the methods of distribution set forth in the Registration Statement); provided, however, that, in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or delayed basisShelf Registration Statement, such one hundred and eighty (180) day period shall be extended, if necessary, to keep the Registration Statement effective until all such Registrable Securities are sold, provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis. Notwithstanding the foregoing, the Company Partnership may (A) with respect to a Demand Request, defer the filing of a Registration Statement for a period of not more than 90 75 days (but not more than once in any twelvesix-month period) ); provided that such deferral shall be the shortest possible period of time determined in good faith by the Board of Directors of CNX Coal Resources GP LLC (the “General Partner”), the general partner of the Partnership or (B) suspend the use of a prospectus under a Registration Statement on Form S-3 a Shelf Registration Statement for a period not to exceed 30 75 days in any three-month period succession or an aggregate of 90 120 days in the aggregate in any 12twelve-month period, in each case if the Board of Directors of the Company General Partner determines in good faith that because of bona fide business reasons (not including the avoidance of the CompanyPartnership’s obligations hereunder), including the acquisition or divestiture of assets, pending corporate developments and similar events, it is in the best interests of the Company Partnership to delay the filing of such Registration Statement or to suspend the use of such prospectus, and prior to delaying such filing or suspending such use, the Company Partnership provides the Participating Holders with written notice of such delay or suspension, which notice need not specify the nature of the event giving rise to such delay or suspension;

Appears in 2 contracts

Samples: Registration Rights Agreement (CNX Coal Resources LP), Registration Rights Agreement (Greenlight Capital Inc)

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Preparation of Registration Statement; Effectiveness. Prepare and file with the SEC (in any event not later than ninety (90) days after receipt of a Demand Request to file a Registration Statement with respect to Registrable Securities), a Registration Statement on any form on which the Company then qualifies, which counsel for the Company shall deem appropriate and pursuant to which such offering may be made in accordance with the intended method of distribution thereof (except that the Registration Statement shall contain such information as may reasonably be requested for marketing or other purposes by the managing underwriter), and use its reasonable best efforts to cause any registration required hereunder to become effective as soon as practicable after the initial filing thereof and remain effective for a period of not less than one hundred and eighty (180) days (or such shorter period in which all Registrable Securities have been sold in accordance with the methods of distribution set forth in the Registration Statement); provided, however, that, in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or delayed basis, such one hundred and eighty (180) day period shall be extended, if necessary, to keep the Registration Statement effective until all such Registrable Securities are sold, provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis. Notwithstanding the foregoing, the Company may (A) defer the filing of a Registration Statement for a period of not more than 90 days (but not more than once in any twelve-month period) or (B) suspend the use of a prospectus under a Registration Statement on Form S-3 for a period not to exceed 30 days in any three-month period or an aggregate of 90 days in any 12-month period, in each case if the Board of Directors of the Company determines in good faith that because of bona fide business reasons (not including the avoidance of the Company’s 's obligations hereunder), including the acquisition or divestiture of assets, pending corporate developments and similar events, it is in the best interests of the Company to delay the filing of such Registration Statement or to suspend the use of such prospectus, and prior to delaying such filing or suspending such use, the Company provides the Participating Holders with written notice of such delay or suspension, which notice need not specify the nature of the event giving rise to such delay or suspension;

Appears in 2 contracts

Samples: Registration Rights Agreement (BioFuel Energy Corp.), Registration Rights Agreement (BioFuel Energy Corp.)

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