Registration of Underlying Shares. (a) The Company agrees that, within thirty (30) calendar days following the Closing Date, the Company will file with the Commission (at the Company’s sole cost and expense) a registration statement registering the resale of the Underlying Shares (if any) (the “Registration Statement”), and the Company shall use its commercially reasonable efforts to have the Registration Statement declared effective as soon as practicable after the filing thereof, but in any event no later than seventy-five (75) calendar days after the Closing Date (the “Effectiveness Deadline”); provided, that the Effectiveness Deadline shall be extended to one hundred five (105) calendar days after the Closing Date if the Registration Statement is reviewed by, and comments thereto are provided from, the Commission; provided, further that the Company shall have the Registration Statement declared effective within ten (10) Business Days after the date the Company is notified (orally or in writing, whichever is earlier) by the staff of the Commission that the Registration Statement will not be “reviewed” or will not be subject to further review; provided, further, that (i) if the Effectiveness Deadline falls on a Saturday, Sunday or other day that the Commission is closed for business, the Effectiveness Deadline shall be extended to the next Business Day on which the Commission is open for business and (ii) if the Commission is closed for operations due to a government shutdown, the Effectiveness Deadline shall be extended by the same number of Business Days that the Commission remains closed for. Upon Subscriber’s timely request, the Company shall provide a draft of the Registration Statement to Subscriber at least two (2) Business Days in advance of the date of filing the Registration Statement with the Commission (the “Filing Date”). Unless otherwise agreed to in writing by Subscriber prior to the filing of the Registration Statement, Subscriber shall not be identified as a statutory underwriter in the Registration Statement; provided, that if the Commission requests that Subscriber be identified as a statutory underwriter in the Registration Statement, Subscriber will have the opportunity to withdraw from the Registration Statement upon its prompt written request to the Company. Notwithstanding the foregoing, if the Commission prevents the Company from including any or all of the shares proposed to be registered under the Registration Statement due to limitations on the use of Rule 415 ...
Registration of Underlying Shares. The Issuer shall use its reasonable best efforts to take all other steps necessary to effect the registration of the Underlying Shares (if any) issuable upon conversion of the Convertible Notes required hereby. The Issuer shall be responsible for all registration and filing fees (including fees with respect to filings required to be made with the Financial Industry Regulatory Authority, Inc.), national securities exchange fees, blue sky fees and expenses, printing and delivery expenses and fees and disbursement of the Issuer’s counsel and accountants incurred in connection with the registration of the Underlying Shares.
Registration of Underlying Shares. The Company has registered under the Securities Act of 1933, as amended (the “Act”), the issuance and sale of Underlying Shares upon exercise of the Option, and intends to keep such registration effective throughout the period this Option is exercisable. In the absence of such effective registration or an available exemption from registration under the Act, the issuance and sale of Underlying Shares will be delayed until registration of such issuance and sale is effective or an exemption from registration under the Act is available. The Company intends to use its reasonable efforts to ensure that no such delay occurs. If an exemption from registration under the Act is available upon an exercise of the Option, Employee (or the person permitted to exercise the Option in the event of Employee’s death or incapacity), if requested by the Company to do so, will execute and deliver to the Company in writing an agreement containing such provisions as the Company may require to assure compliance with applicable securities laws.
Registration of Underlying Shares. (a) The Company covenants that it will, at its sole expense, (i) within 120 days following the issuance of the Preferred Stock, file a registration statement (the "Registration Statement") with the SEC to register under the Securities Act the Purchasers' resales of the Underlying Shares, (ii) use its reasonable best efforts to cause such Registration Statement to become effective within 180 days after the issuance of the Preferred Stock; and (iii) maintain the effectiveness of such Registration Statement until April 30, 2001.
Registration of Underlying Shares. (a) At the Closing, the Issuer, the Subscriber and certain other persons shall execute and deliver the Registration Rights Agreement, pursuant to which, among other things, the Issuer shall agree under certain circumstances to register the resale of the Subscribed Shares, under the Securities Act, and the rules and regulations promulgated thereunder.
Registration of Underlying Shares. Pursuant to the terms of the Registration Rights Agreement between the Company and the Purchasers, the Company shall cause the Underlying Shares to be registered under the Securities Act, and so long as any of the Debentures remain outstanding, the Company agrees to keep such registration current with the Commission and with such states of the United States as any of the holders of the Debentures shall reasonably request in writing. All costs and expenses of registration shall be borne by the Company.
Registration of Underlying Shares. (a) So long as the Purchaser and/or its assigns owns any of the Securities and the Underlying Shares would not be freely transferable without registration, the Company agrees not to file a registration statement with the SEC without Purchaser's express written consent, other than on Form 10, Form S-4 (except for a public reoffering or resale) or Form S-8 without first having registered (or simultaneous registering) the Registrable Securities for resale under the Securities Act and in such states of the United States as the holders thereof shall reasonably request.
Registration of Underlying Shares. The Company agrees to take steps in order to have a registration statement declared effective for the total number of shares underlying the stock option grant twelve months from the Effective Date. Furthermore, the Company agrees to keep this registration effective for the full 10 year term of the options plus one-year as long as any options continue to remain effective and exercisable.
Registration of Underlying Shares. Following the date of this Agreement, the Parties agree to negotiate in good faith a registration rights agreement to be entered into at Closing providing for customary demand and piggy back registration rights for the Seller with respect to the Underlying Securities that will provide that Camber will file a registration statement within thirty (30) days of issuance of any Underlying Securities to Seller and further provide for removal of restrictive legends under the Securities Act if and when permitted under Rule 144 under the Securities Act.
Registration of Underlying Shares. The Company agrees to use commercially reasonable efforts to cause the underlying shares of Common Stock to be registered for resale by the Holders under the Securities Act in connection with the consummation of the merger of a subsidiary of the Company with and into xxxxxxxxxx.xxx ltd., an Ontario corporation (the "Merger"). The Company shall use its commercially reasonable efforts to cause any resale registration statement to remain effective and current until the earlier of (a) all such securities having been sold pursuant to such registration statement or (b) two years from the date such securities were initially issued.
