Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 17 contracts

Samples: Registration Rights Agreement (NKGen Biotech, Inc.), Registration Rights Agreement (NKGen Biotech, Inc.), Registration Rights Agreement (NKGen Biotech, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 9 contracts

Samples: Registration Rights Agreement (Touchpoint Group Holdings Inc.), Registration Rights Agreement (Safe & Green Holdings Corp.), Registration Rights Agreement (Aditxt, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 7 contracts

Samples: Registration Rights Agreement (ABCO Energy, Inc.), Registration Rights Agreement (ABCO Energy, Inc.), Registration Rights Agreement (Flitways Technology Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 7 contracts

Samples: Registration Rights Agreement (Digital Brands Group, Inc.), Registration Rights Agreement (Cosmos Group Holdings Inc.), Registration Rights Agreement (Bonanza Goldfields Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Commitment Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 5 contracts

Samples: Registration Rights Agreement (Digerati Technologies, Inc.), Registration Rights Agreement (Acacia Diversified Holdings, Inc.), Registration Rights Agreement (I-on Communications Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Commitment Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 4 contracts

Samples: Registration Rights Agreement (CIPHERLOC Corp), Registration Rights Agreement (Hammer Fiber Optics Holdings Corp), Registration Rights Agreement (Hammer Fiber Optics Holdings Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Purchase Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Purchase Notice Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Purchase Notice Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 4 contracts

Samples: Registration Rights Agreement (Applied BioSciences Corp.), Registration Rights Agreement (XSport Global, Inc.), Registration Rights Agreement (Mining Power Group, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 4 contracts

Samples: Registration Rights Agreement (Generex Biotechnology Corp), Registration Rights Agreement (U.S. Rare Earth Minerals, Inc.), Registration Rights Agreement (Bioxytran, Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 4 contracts

Samples: Registration Rights Agreement (Directview Holdings Inc), Registration Rights Agreement (Capital Park Holdings Corp.), Registration Rights Agreement (Global Diversified Marketing Group Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 4 contracts

Samples: Registration Rights Agreement (Clearday, Inc.), Registration Rights Agreement (Wetouch Technology Inc.), Registration Rights Agreement (Touchpoint Group Holdings Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Warrant Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (BrewBilt Brewing Co), Registration Rights Agreement (CarbonMeta Technologies, Inc.), Registration Rights Agreement (Biopower Operations Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Warrant Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (Accredited Solutions, Inc.), Registration Rights Agreement (GZ6G Technologies Corp.), Registration Rights Agreement (Marquie Group, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of the Commitment Shares, second all of such Put Shares that have not been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (One Horizon Group, Inc.), Registration Rights Agreement (Sector 5, Inc.), Registration Rights Agreement (Ocean Thermal Energy Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Warrant Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (Black Bird Biotech, Inc.), Registration Rights Agreement (Marquie Group, Inc.), Registration Rights Agreement (Kisses From Italy Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (nFusz, Inc.), Registration Rights Agreement (Aim Exploration Inc.), Registration Rights Agreement (Recall Studios, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ~~ten (10)~~ 10 Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (FACT, Inc.), Registration Rights Agreement (Digital Brands Group, Inc.), Registration Rights Agreement (Digital Brands Group, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Purchase Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Purchase Notice Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Purchase Notice Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (Investview, Inc.), Registration Rights Agreement (Acacia Diversified Holdings, Inc.), Registration Rights Agreement (Weyland Tech, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 3 contracts

Samples: Registration Rights Agreement (Chron Organization, Inc.), Registration Rights Agreement (Chron Organization, Inc.), Registration Rights Agreement (Sincerity Applied Materials Holdings Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than in connection with an underwritten offering or a registration statement on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Aditxt, Inc.), Registration Rights Agreement (Aditxt, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Aggregate Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Aggregate Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ thirty (1030) ~~Business Days~~ days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its commercially reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Total Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement ~~or otherwise~~ the Registrable Securities on a pari passu basis with the Aggregate Registrable Securities other than the Registrable Securities. Of the Registrable Securities, the Company shall include, first all of the Conversion Shares and second all of such Total Shares that have not been ~~registered for resale as described above~~previously registered.

Appears in 2 contracts

Samples: Registration Rights Agreement (DPW Holdings, Inc.), Registration Rights Agreement (Digital Power Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) ! then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (SMX (Security Matters) Public LTD Co), Registration Rights Agreement (SMX (Security Matters) Public LTD Co)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ twenty (1020) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Origin Agritech LTD), Registration Rights Agreement (Origin Agritech LTD)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Underlying Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Underlying Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (NABUfit Global, Inc.), Registration Rights Agreement (Integral Technologies Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ~~ten (10) Business Days~~ 30 calendar days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“an "Other Registration Statement”) "), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Integrated Media Technology LTD), Securities Purchase Agreement (Integrated Media Technology LTD)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Commitment Shares or Initial Purchase Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of such Initial Purchase Shares that not have been previously registered unless such Initial Purchase shares may otherwise be sold without registration, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Commitment Shares and Initial Purchase Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (OncBioMune Pharmaceuticals, Inc), Registration Rights Agreement (OncBioMune Pharmaceuticals, Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Biolargo, Inc.), Registration Rights Agreement (Biolargo, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Capital Call Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Capital Call Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Capital Call Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (DigitalTown, Inc.), Registration Rights Agreement (DigitalTown, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) and each additional number of Put Shares as required as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered and any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (NABUfit Global, Inc.), Registration Rights Agreement (NewBridge Global Ventures, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity ~~therefor~~ thereof arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Can B Corp), Registration Rights Agreement (Can B Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ twenty (1020) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Mobiquity Technologies, Inc.), Registration Rights Agreement (Mobiquity Technologies, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrants are exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Imaging3 Inc), Registration Rights Agreement (Propanc Biopharma, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Rule 415 under the Securities Act and Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (RDE, Inc.), Registration Rights Agreement (Incumaker, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (“Other Registration Statement”), other than (i) on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings, (ii) a registration statement used in connection with an ATM Offering (~~“Other Registration Statement”~~as defined in the Purchase Agreement) ~~then~~ or Equity Line of Credit (as defined in the Note), or (iii) for a firm commitment underwritten offering, then, if requested by the holder of the Registrable Securities, the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (La Rosa Holdings Corp.), Registration Rights Agreement (La Rosa Holdings Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 2 contracts

Samples: Registration Rights Agreement (Better for You Wellness, Inc.), Registration Rights Agreement (Better for You Wellness, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Forza Innovations Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Capital Call Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement”~~Statement “) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Capital Call Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Capital Call Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Bravatek Solutions, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall first include in such ~~remaining Registrable Securities~~ Other Registration Statement all of such Put Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (VPR Brands, LP.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ~~ten (10)~~ 10 Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above..

Appears in 1 contract

Samples: Registration Rights Agreement (Digital Brands Group, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable ~~Securities~~Securities (in any event, not less than the greater of (i) 7,407,407 shares and (ii) the Reserved Amount), the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as ~~practicable~~practicable (in any event, not less than the greater of (i) 7,407,407 shares and (ii) the Reserved Amount), but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (NewBridge Global Ventures, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Guided Therapeutics Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Nugenerex Immuno-Oncology, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Warrant Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Better for You Wellness, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares, Warrant Shares, or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares and Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (SmartMetric, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall ~~amend~~ not be entitled to put to the Investor any Put Shares not covered by the Registration Statement until it amends the Registration Statement or ~~file~~ files a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Safe & Green Holdings Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a)~~2.e) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for sale and/or resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (MGT Capital Investments, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered , second all of the Commitment Shares and any First Shares, Second Shares and Third Shares, and third any other securities the Company wishes to include in such Other Registration Statement. ~~The Company agrees that it shall~~ Notwithstanding anything to the contrary in this Agreement or any other agreement between the Investor and the Company, if the Commitment Shares may be sold pursuant to Rule 144 without restriction, then they need not ~~file~~ be included in any ~~such Other Registration Statement unless all~~ registration statement of the ~~Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above~~Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Origin Agritech LTD)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrants are exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Quantum Computing Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement all of such Put Shares that have not been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Frelii, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.Exhibit 3.19

Appears in 1 contract

Samples: Registration Rights Agreement (RDE, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (TWO RIVERS WATER & FARMING Co)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“an "Other Registration Statement”) "), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Sphere 3D Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ thirty (1030) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Commitment Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Players Network)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is extinguished in its entirety and the Warrants are exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Nexgel, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Digerati Technologies, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall ~~amend~~ not be entitled to put to the Investor any Put Shares not covered by the Registration Statement until it amends the Registration Statement or ~~file~~ files a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Safe & Green Development Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, Buyer shall have no obligation to deliver the $850,000 in connection with the second Note, and the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Astro Aerospace Ltd.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Luduson G Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include ~~such remaining Registrable Securities~~ in such Other Registration ~~Statement~~Statement all of the Registrable Securities that not have been previously registered. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Kona Gold Beverage, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Green Hygienics Holdings Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is extinguished in its entirety and the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Modular Medical, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ twenty (1020) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Generex Biotechnology Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act as well as the Exchange Cap (as defined in the Purchase Agreement). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (AIM ImmunoTech Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ twenty (1020) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (iCoreConnect Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining~~ Other Registration Statement first all of any Registrable Securities that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Clean Vision Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it commercially reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as ~~practicable~~ possible following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4,~~ S-4 or Form ~~S-8, or~~ S-8 with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.EXECUTION DRAFT

Appears in 1 contract

Samples: Registration Rights Agreement (OWC Pharmaceutical Research Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, in the sole discretion of the Company, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Purchase Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~1-A (including any supplements or amendments thereto), Form ~~S-8~~S-0, Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Purchase Notice Shares that have not been previously registered and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (TPT Global Tech, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Underlying Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Underlying Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (McPi, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (RDE, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable ~~Securities~~Securities (in any event, not less than 5,000,000), the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as ~~practicable~~practicable (in any event, not less than 5,000,000), but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Apotheca Biosciences, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Underlying Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of Underlying Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Underlying Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (NightFood Holdings, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (1060) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Purchase Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Purchase Notice Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Purchase Notice Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (American Cannabis Company, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (1020) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement all of such Put Shares that have not been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Two Hands Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable ~~Securities~~Securities (in any event, not less than the Reserved Amount), the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”” ), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on ~~Form S-4~~Fonn X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Drone Guarder, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the S-1 Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend ~~the~~ such Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of the Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Medizone International Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Commitment Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Oncotelic Therapeutics, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Warrant Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Warrant Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Touchpoint Group Holdings Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement and~~ Statement, and, after the date hereof, the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The Company agrees that it shall not file any such~~ All Buyers proposing to distribute their securities through Other Registration ~~Statement unless all of~~ Statements that involve an underwriter or underwriters shall enter into an underwriting agreement in customary form with the ~~Registrable Securities have been included in~~ underwriter or underwriters selected for such ~~Other Registration Statement or otherwise have been registered for resale as described above~~Registration.

Appears in 1 contract

Samples: Registration Rights Agreement (AGBA Group Holding Ltd.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (King Resources, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable ~~Securities~~Securities (in any event, not less than the greater of (i) 54,347,826 shares and (ii) the Reserved Amount), the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as ~~practicable~~practicable (in any event, not less than the greater of (i) 54,347,826 shares and (ii) the Reserved Amount), but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Drone Guarder, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Commitment Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Commitment Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Clubhouse Media Group, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining~~ Other Registration Statement first all of any Registrable Securities that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Clean Vision Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than (i) on Form ~~S-4,~~ S-4 or Form S-8, or with respect to other employee related plans or rights offerings, (ii) for the Uplist Offering (as defined in the Note), or (iii) solely for the resale of Common Stock by any of the Arena Entities (as defined in the Note)) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Ludwig Enterprises, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been 303025432 v2 included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Astro Aerospace Ltd.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is extinguished in its entirety and the Warrants are exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Nexgel, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “"New Registration Statement”"), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ thirty (1030) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“"Other Registration Statement”") then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Underlying Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Underlying Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Joey New York, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full and the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.Exhibit 3.12

Appears in 1 contract

Samples: Registration Rights Agreement (RDE, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Capital Call Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Capital Call Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Capital Call Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Oroplata Resources, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ~~ten~~ forty five (1045) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended or unless the Investor has provided its consent to the Company, in the event that any of the ~~Registrable Securities~~ Drawdown Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form S-4, Form S-8, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement”~~Statement “) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Drawdown Notice Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Drawdown Notice Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Propanc Biopharma, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered and second all of any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Rich Cigars Inc)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that not have been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (SPYR, Inc.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Generex Biotechnology Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares or Warrant Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Warrant Shares that have not been previously registered, second all of such Put Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Warrant Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Ab International Group Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) ~~Business~~ Trading Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Purchase Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement~~Statement ”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Purchase Notice Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Purchase Notice Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (H/Cell Energy Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ~~ten~~ fifteen (1015) ~~Business Days~~ business days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~X-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Generex Biotechnology Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) ~~Business~~ Trading Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it commercially reasonable ~~best~~ efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In Unless the Registration Period has ended, in the event that any of the ~~Registrable Securities~~ Purchase Notice Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration ~~Statement”~~Statement “) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Purchase Notice Shares that have not been previously registered, and second any other securities the Company wishes to include in such Other Registration Statement. ~~The~~ Unless the Registration Period has ended, the Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Purchase Notice Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (H/Cell Energy Corp)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities ~~Act~~Act (with the understanding that this process shall be repeated until the Note is satisfied in full, the Warrant is exercised in full, and the First Warrant is exercised in full). The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include such remaining Registrable Securities in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Players Network)

Sufficient Number of Shares Registered. In the event the number of shares available under the Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section 2(a)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the ~~Registrable Securities~~ Put Shares are not included in the Registration Statement, or have not been included in any New Registration Statement and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (“Other Registration Statement”) then the Company shall include in such ~~remaining Registrable Securities~~ Other Registration Statement first all of such Put Shares that have not been previously registered, second all of such Underlying Shares that not have been previously registered, and third any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the ~~Registrable Securities~~ Put Shares and Underlying Shares have been included in such Other Registration Statement or otherwise have been registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Quantum Materials Corp.)

Sufficient Number of Shares Registered. In the event the number of shares available under the Initial Registration Statement is insufficient to cover all of the Registrable Securities, the Company shall amend the Initial Registration Statement or file a new Registration Statement (a “New Registration Statement”), so as to cover all of such Registrable Securities (subject to the limitations set forth in Section ~~2(a~~2(e)) as soon as practicable, but in any event not later than ten (10) Business Days after the necessity therefor arises, subject to any limits that may be imposed by the SEC pursuant to Rule 415 under the Securities Act. The Company shall use it its reasonable best efforts to cause such amendment and/or New Registration Statement to become effective as soon as practicable following the filing thereof. In the event that any of the Registrable Securities are not included in the Initial Registration Statement, or have not been included in any New Registration ~~Statement~~ Statement, and the Company files any other registration statement under the Securities Act (other than on Form ~~S-4~~S-0, ~~Form S-8~~Xxxx X-0, or with respect to other employee related plans or rights offerings) (an “Other Registration Statement”) ), then the Company shall include in such ~~remaining~~ Other Registration Statement first all of such Registrable Securities that have not been previously Registered, and second any other securities the Company wishes to include in such Other Registration Statement. The Company agrees that it shall not file any such Other Registration Statement unless all of the Registrable Securities have been included in such Other Registration Statement or otherwise have been ~~registered~~ Registered for resale as described above.

Appears in 1 contract

Samples: Registration Rights Agreement (Bigfoot Project Investments Inc)

Common use of Sufficient Number of Shares Registered Clause in Contracts