Registration Procedures and Expenses. The Company shall:
Registration Procedures and Expenses. The Company is obligated to do the following:
Registration Procedures and Expenses. The Company hereby agrees that it shall:
Registration Procedures and Expenses. Subject to Closing, the Company shall:
Registration Procedures and Expenses. If and whenever the Company is required by the provisions of Section 4, 5 or 6 hereof to use its best efforts to effect the registration of any of the Restricted Stock under the Securities Act, the Company will, as expeditiously as possible:
Registration Procedures and Expenses. (a) Except for such times as the Company may be required to suspend the use of a prospectus forming a part of the Registration Statement, the Company will:
Registration Procedures and Expenses. Parent shall use its reasonable best efforts to file with the SEC within ten (10) Business Days following the date which Parent qualifies as a well-known seasoned issuer (as such term is defined in Rule 405 under the 0000 Xxx) a resale registration statement on Form S-3ASR permitting the public resale of all shares of Parent Class A Common Stock issued to Effective Time Holders following the Closing (the “Registrable Securities”) on a delayed or continuous basis pursuant to Rule 415 of the 1933 Act in accordance with the requirements of the 1933 Act and the rules and regulations of the SEC thereunder. If Parent has not qualified as a well-known seasoned issuer (as such term is defined in Rule 405 under the 0000 Xxx) on or prior to October 1, 2021, on or before October 15, 2021, Parent shall file with the SEC a resale registration statement on Form S-3 (such registration statement on Form S-3ASR or Form S-3, the “Resale Registration Statement”) permitting the public resale of all Registrable Securities and shall use its reasonable best efforts to cause such Resale Registration Statement to be declared effective by the SEC as promptly as is practical after filing. Parent shall use its reasonable best efforts to maintain the effectiveness of the Resale Registration Statement until the earlier of such time as (a) all Registrable Securities have been sold pursuant thereto and (b) all Registrable Securities may be sold pursuant to Rule 144 under the 1933 Act and any restrictive legend on such Registrable Securities has been removed or will be removed upon resale. Parent shall pay the expenses incurred by it in complying with its obligations under this Section 5.12, including, without limitation, all registration and filing fees, exchange listing fees, fees and expenses of counsel for Parent, and fees and expenses of accountants for Parent. Notwithstanding anything to the contrary herein, (x) Parent shall promptly notify each holder of Registrable Securities if (i) any stop order is issued or threatened by the SEC or any state securities commission in respect of the Resale Registration Statement or (ii) Parent believes, in its good faith judgment, that the Resale Registration Statement or any prospectus issued pursuant to such registration statement may contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances in which they were made, n...
Registration Procedures and Expenses. (a) The Company shall as soon as practicable after Closing, but in no event later than twenty (20) days thereafter, prepare and file with the Commission a registration statement on Form S-3 (or if such form is unavailable to the Company, on such other form deemed appropriate for the registration of the Common Stock by the Commission) (the "Registration Statement") to register the Shares and Warrant Shares (collectively, the "Registrable Shares") for resale by the Purchasers in non-underwritten, market transactions, and shall use its best efforts to cause the Registration Statement to become effective as soon as practicable thereafter. The Company shall, at least three (3) business days before filing such Registration Statement, provide a draft to each Purchaser and its counsel and its agent for review;
Registration Procedures and Expenses. The Seller shall:
Registration Procedures and Expenses. (a) The Company shall use commercially reasonable efforts to prepare and file with the SEC, as promptly as reasonably practicable following Closing, but in no event later than 30 days following Closing, a registration statement on Form S-3 (or any successor to Form S-3), covering the resale of the Registrable Securities (as defined below) (the “S-3 Registration Statement”) and as soon as reasonably practicable thereafter but in no event later than 90 days following the Closing (120 days in the event of a full review of the S-3 Registration Statement by the SEC), to effect such registration and any related qualification or compliance with respect to all Registrable Securities held by the Purchasers. For purposes of this Agreement, the term “
