Common use of Required Registration Statement Clause in Contracts

Required Registration Statement. (a) At any time and from time to time after the earlier of (i) the date that is one year after the closing date of a Qualified Public Offering, or (ii) October 15, 2021, Holder(s) holding at least 25% of the outstanding Registrable Securities (the “Initiating Holders”) may by written notice to the Corporation (the “Demand Notice”) request the Corporation to prepare and to file with respect to all or any portion of such Holders’ Registrable Securities: (i) a Registration Statement under the 1933 Act; (ii) a Canadian Prospectus prepared in accordance with Regulation 41-101 respecting General Prospectus Requirements or similar long form Prospectus; and (iii) a Registration Statement under the 1933 Act and a Canadian Prospectus in accordance with Regulation 41-101 respecting General Prospectus Requirements or similar long form prospectus. (b) Within ten days of the receipt of the Demand Notice, the Corporation will give written notice of such request to all other Holders of Registrable Securities. (c) Subject to the limitations of this Article 3, the Corporation will as soon as possible, but in any event within 90 days after the date of the Demand Notice, prepare and file the required Registration Statement and/or Canadian Prospectus and will use its best efforts to effect, as soon as practicable, the requested registration or qualification under the 1933 Act and/or Canadian Securities Laws, as applicable, of all Registrable Securities that the Initiating Holders desire to be registered or qualified as specified in the initial Demand Notice and any additional Registrable Securities requested to be included in such registration in all notices received by the Corporation from other Holders within 20 days after the giving of the notice by the Corporation pursuant to this Section 3.1. (d) Subject to Section 3.2(b), the Company may include securities for its own account in such registration if the number of Registrable Securities that would otherwise have been included in such registration and underwriting will not thereby be limited.