Filing of Resale Registration Statement. If the Company is not eligible to file an Issuance Shelf Registration Statement, or if the Company otherwise determines that the use of a Resale Registration Statement (as defined below) is appropriate, the Company shall use commercially reasonable efforts to file with the SEC a Registration Statement on Form S-3, or such other comparable form as may be appropriate and available (a “Resale Registration Statement”), under Rule 415 relating to the resale by the Holders of their Registrable Shares, such filing to be made on a Filing Date as provided in Section 2(a) hereof. The Company shall use reasonable efforts to cause such Resale Registration Statement to be declared effective by the SEC as soon as practicable thereafter. The Company shall use its reasonable efforts to keep the Resale Registration Statement (or a successor Registration Statement filed with respect to the Registrable Shares) continuously effective until the Shelf Registration Expiration Date. After the Company has filed the Resale Registration Statement, any obligation of the Company to file an Issuance Registration Statement pursuant to Section 2(a) with respect to the Registrable Shares covered thereby registered by the Resale Registration Statement shall be suspended for as long as the Resale Registration Statement (or a successor Registration Statement filed with respect to the Registrable Shares) remains effective. To the extent the Company is a WKSI at the time that a Resale Registration Statement is to be filed, the Company may file an automatic shelf registration statement which covers such Registrable Shares or, in lieu of filing a new Resale Registration Statement, may file a Prospectus pursuant to Rule 424(b) under the Securities Act (or any successor provision) or post-effective amendment, as applicable, to include, in accordance with Rule 430B under the Securities Act (or any successor provision), the registration of the resale of such Registrable Shares by the Holder in an automatic shelf registration statement previously filed by the Company (in each case, such Prospectus together with such previously filed Registration Statement will be considered the Resale Registration Statement). The Holders will not offer or sell, without the Company’s consent, any Registrable Shares by means of any “free writing prospectus” (as defined in Rule 405 under the Securities Act) that is required to be filed by the Holders with the SEC pursuant to Rule 433 under the Securities Act (any free w...
Filing of Resale Registration Statement. Within thirty (30) days following the Closing, Purchaser shall file a resale registration statement on Form S-3 (the “Resale Registration Statement”) for the purpose of registering under the Securities Act of 1933, the sale of the shares underlying the common stock warrant issued to Seller under the Commercialization Agreement. Purchaser will use reasonable best efforts to cause the Resale Registration Statement to be declared effective as soon as practicable following filing with the SEC, and in any event within three (3) Business Days following oral confirmation from the Staff of the SEC that they have no comments (or no further comments) on such filing. Purchaser’s out of pocket costs and expenses not to exceed $50,000 in complying with the provisions of this Section 6.25 shall be borne by Seller and Seller shall promptly reimburse Purchaser for any such amounts following receipt of an invoice therefor.
Filing of Resale Registration Statement. As soon as reasonably practicable following the date hereof, but in no event more than forty-five (45) calendar days thereafter (the “Filing Deadline”), the Company shall prepare and file with the SEC one Registration Statement covering the resale of all of the Registrable Securities. Subject to any SEC comments, such Registration Statement shall include the plan of distribution attached hereto as Exhibit A (or such other plan reasonably requested by the Holders and agreed to by the Company).
Filing of Resale Registration Statement. As soon as practical and, within 30 days after the Closing under the Purchase Agreement, the Company shall file with the Securities and Exchange Commission (the "SEC" or the "Commission") a registration statement, on such SEC form that is available to the Company, pursuant to Rule 415 under the Securities Act (together with any exhibits, amendments or supplements thereto, and any documents incorporated by reference therein, the "Registration Statement"), with respect to the resale of the Shares, and any securities of the Company issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, the Shares. The securities described in the preceding sentence are collectively referred to herein as the "Registrable Securities"; provided, that the term "Registrable Securities" shall not include securities transferred to a person other than a permitted transferee.
Filing of Resale Registration Statement. Upon the receipt of a written notice from the Investor (the "Resale Registration Notice") stating that the Investor has determined in good faith that a registration statement must be filed to cover the Investor's resale of some or all of the shares of Common Stock purchased by the Investor in the Offering or to be issued to the Investor upon the exercise of the Investor Warrants, the Company shall promptly prepare and file, by the Filing Date, a registration statement (the "Resale Registration Statement") on Form SB-2 (or other suitable form, at the Company's discretion, but subject to the reasonable approval of the Investor), covering the resale of a number of shares of Common Stock as Registrable Securities as the Investor shall reasonably determine and, to the extent allowed by applicable law, such additional shares of Common Stock, if any, that may become registrable pursuant to Rule 416 of the Act.
Filing of Resale Registration Statement. Serologicals shall cause to be filed within 20 days following receipt by Serologicals of a completed and executed Notice and Questionnaire from each Participating Stockholder, but in any event within 60 days after the date of this Rights Agreement, a Resale Registration Statement providing for the sale, by those Participating Stockholders who timely provide a Notice and Questionnaire (as hereinafter defined) (the "Selling Stockholders") of all Resale Securities, in accordance with the terms hereof and will use its reasonable efforts to cause such Resale Registration Statement to be declared effective by the SEC as soon as practicable thereafter. Without limiting the obligations of Serologicals in the preceding sentence, Serologicals agrees to use its reasonable efforts to file (i) all financial statements and any other information required by Form 8-K (or any successor form) with respect to the Merger within the time limits required by Form 8-K (or any successor form) and (ii) on or before the deadline for filing, all reports required to maintain its eligibility to use Form S-3 (or any successor form). Serologicals shall use its reasonable efforts to keep the Resale Registration Statement with respect to the Resale Securities continuously effective from the date such Resale Registration Statement is effective until the earlier of two years after the date hereof or the date on which all Participating Stockholders cease to hold Resale Securities. Serologicals further agrees to supplement or amend the Resale Registration Statement if and as required by the rules, regulations or instructions applicable to the registration form used by Serologicals for such Resale Registration Statement or by the Securities Act or any rules and regulations thereunder.
Filing of Resale Registration Statement. The Company shall file with the Commission (at the Company’s sole cost and expense) a registration statement registering the resale of the Backstop Acquired Shares (the “Resale Registration Statement”) as soon as
Filing of Resale Registration Statement. As soon as practicable, but in no event longer than twenty (20) business days, after the Closing, Issuer shall file with the Securities and Exchange Commission (the “SEC” or the “Commission”) a registration statement on Form S-3 pursuant to Rule 415 under the Securities Act, or, in the event that Form S-3 is unavailable to Issuer, a registration statement on such other SEC Form that is available to Issuer (together with any exhibits, amendments or supplements thereto, and any documents incorporated by reference therein, the “Registration Statement”), with respect to the resale of the Shares, and any securities
Filing of Resale Registration Statement. If and only if the Company is not then permitted to file and have made effective a Delivery Registration Statement pursuant to the 2010 IRRA and Section 2(a), the Company shall prepare and file with the Commission a Resale Registration Statement as a “shelf” registration statement under Rule 415 under the Securities Act or any successor provision to cover the resale of the Registrable Securities by Noteholders from time to time (or, if applicable, upon any Enforcement) and shall have such Resale Registration Statement declared effective by the Commission or, if eligible, become automatically effective upon filing, as the case may be, prior to the Required Effectiveness Date. The Resale Registration Statement shall include a Plan of Distribution substantially in the form attached hereto as Exhibit B, which permits the resale through brokers and dealers from time to time of the Registrable Securities by Electing Holders in respect of the Registrable Securities held by them; provided that such resales will not take the form of an underwritten offering of the Registrable Securities without the prior written agreement of the Company.
Filing of Resale Registration Statement. Subject to the conditions set forth in this Agreement, the Company shall cause to be filed a Registration Statement under Rule 415 under the Securities Act relating to the resale by the Holder of all of the Registrable Shares in accordance with the terms hereof, and shall use reasonable best efforts to cause such Registration Statement to be declared effective by the SEC prior to the end of the Initial Lock-up Period. The Company agrees to use reasonable efforts to keep the Registration Statement, after its date of effectiveness, continuously effective with respect to the Registrable Shares of a particular Holder until the earlier of (a) the date on which such Holder no longer holds or beneficially owns any Registrable Shares; (b) the date the Registrable Shares held by any Holder may be sold without volume or manner-of-sale restrictions pursuant to Rule 144 and without the requirement for the Company to be in compliance with the current public information requirement under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the affected Holders; or (c) the date which falls on the Expiration Date. The Registration Statement shall include a “Plan of Distribution” section in substantially the form of Schedule A attached hereto. Registration Rights and Lock-Up Agreement
