Common use of Initial Shelf Registration Clause in Contracts

Initial Shelf Registration. (a) The Company shall prepare a Shelf Registration Statement (as may be amended from time to time, the “Initial Shelf Registration Statement”), and shall include in the Initial Shelf Registration Statement the Registrable Securities of each Holder who shall have requested inclusion therein of some or all of their Registrable Securities by checking the appropriate box on the signature page of such Holder hereto or by written notice to the Company no later than the earliest to occur of the date that the first Quarterly Report on Form 10-Q or Annual Report on Form 10-K after the Plan Effective Date is required to be filed according to the rules and regulations of the Commission (the “Initial Form 10-Q or 10-K”). The Company shall (i) file the Initial Shelf Registration Statement with the Commission no later than five (5) Business Days after the Company files the Initial Form 10-Q or 10-K, and (ii) use its reasonable best efforts to have the Initial Shelf Registration Statement declared effective by the Commission as soon as reasonably practicable after the Company files the Initial Shelf Registration Statement (but in no event later than seventy-five (75) days after it shall have filed such Shelf Registration Statement, unless it is not practicable to do so due to circumstances directly relating to outstanding comments of the Commission relating to such Shelf Registration Statement; provided that the Company is using its reasonable best efforts to address any such comments as promptly as possible).

Initial Shelf Registration. (a) The Company shall prepare At any time, the Holders holding all of the outstanding Registrable Securities, acting together, may request in a joint writing (the “Initial Shelf Registration Statement Request”) that the Company effect the registration of all or part of such Holders’ applicable Registrable Securities with the Commission under and in accordance with the provisions of the Securities Act (as may be amended from time to time, the “Initial Shelf Registration Statement”), and shall include in . The Company will file the Initial Shelf Registration Statement the covering such Holders’ Registrable Securities of each Holder who shall have requested inclusion therein of some or all of their Registrable Securities by checking the appropriate box on the signature page of such Holder hereto or by written notice to be registered pursuant to the Company no later than the earliest Initial Shelf Registration Request and shall use its reasonable best efforts, subject to occur of the date that the first Quarterly Report on Form 10-Q or Annual Report on Form 10-K after the Plan Effective Date is required to be filed according to the rules and regulations of the Commission (the “Initial Form 10-Q or 10-K”). The Company shall Section 7 hereof, (i) to file the Initial Shelf Registration Statement with the Commission no later than seventy-five (575) Business Days after the Company files receipt of the Initial Form 10-Q or 10-KShelf Registration Request, and (ii) use its reasonable best efforts to have the Initial Shelf Registration Statement declared effective by the Commission as soon as reasonably practicable after the Company files the Initial Shelf Registration Statement (but in no event later than seventy-five ninety (7590) days after it shall have filed such Shelf Registration Statement, unless it is not practicable to do so due to circumstances directly relating to outstanding comments of the Commission relating to such Shelf Registration Statement; provided that the Company is using its reasonable best efforts to address any such comments as promptly as possible).

Initial Shelf Registration. (a) The Company shall prepare a Shelf Registration Statement (as may be amended from time to time, the “Initial Shelf Registration Statement”), and shall include in the Initial Shelf Registration Statement the Registrable Securities of each Holder who shall have requested request inclusion therein of some or all of their Registrable Securities by checking the appropriate box on the signature page of such Holder hereto or by written notice to the Company no later than the earliest to occur of the date that the first Quarterly Report on Form 10-Q or Annual Report on Form 10-K after the Plan Effective Date is required to be filed according to the rules and regulations of the Commission (the “Initial Form 10-Q or 10-KQ”). The Company shall (i) file the Initial Shelf Registration Statement upon request by the Holders of the inclusion in the Initial Shelf Registration Statement of Registrable Securities constituting at least twenty percent (20%) of all Registrable Securities, and such Holders otherwise timely comply with the Commission no later than five requirements of this Agreement with respect to the inclusion of such Registrable Securities in the Initial Shelf Registration Statement, it being understood that Holders of at least twenty percent (520%) Business Days after of all Registrable Securities have timely indicated such request as of the date hereof by checking the appropriate box on the respective signature pages and, as a result, the Company files the Initial Form 10-Q or 10-K, and (ii) shall use its reasonable best efforts to have the Initial Shelf Registration Statement declared effective by the Commission as soon as reasonably practicable possible after the Company files the Initial Shelf Registration Statement (but in no event later than seventyForm 10-five (75) days after it shall have filed such Shelf Registration Statement, unless it is not practicable to do so due to circumstances directly relating to outstanding comments of the Commission relating to such Shelf Registration Statement; provided that the Company is using its reasonable best efforts to address any such comments as promptly as possible).Q.

Initial Shelf Registration. (a) The Company shall prepare a Shelf Registration Statement (as may be amended from time to time, the “Initial Shelf Registration Statement”), and shall include in the Initial Shelf Registration Statement the Registrable Securities of each Holder who shall have requested inclusion therein of some or all of their Registrable Securities by checking the appropriate box on the signature page of such Holder hereto or by written notice to the Company no later than the earliest to occur of the date that the first Quarterly Report on Form 10-Q or Annual Report on Form 10-K five (5) days after the Plan Effective Date is required to be filed according to Date, provided that at the rules and regulations time of delivery of such written notice the Commission (the “Initial Form 10-Q or 10-K”)Holder delivers a completed Selling Stockholder Questionnaire. The Company shall (i) file the Initial Shelf Registration Statement with as soon as reasonably practicable after the Commission Plan Effective Date (but in no event later than five fifteen (515) Business Days days after the Company files Plan Effective Date unless (x) extended by the Initial Form 10-Q Board for a period of no more than an additional fifteen (15) days or 10-K, (y) further extended beyond the period in clause (x) upon the consent of the Holders beneficially owning a majority of the Registrable Securities) and (ii) use its reasonable best efforts to have the Initial Shelf Registration Statement declared effective by the Commission as soon as reasonably practicable after the Company files the Initial Shelf Registration Statement (but in no event later than seventy-five thirty (7530) days after it shall have filed such Initial Shelf Registration Statement, unless it is not practicable to do so due to circumstances directly relating to outstanding comments of the Commission relating to such Shelf Registration Statement; provided that the Company is using its reasonable best efforts to address any such comments as promptly as possible).

Initial Shelf Registration. (a) The Company shall prepare (and shall cause each Guarantor to) as promptly as practicable file with the SEC a Shelf Registration Statement for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the Registrable Notes (as may be amended from time to time, the “"Initial Shelf Registration Statement”), ") within 30 days of the delivery of the Shelf Notice and shall include (and shall cause each Guarantor to) use its best efforts to cause such Initial Shelf Registration Statement to be declared effective under the Securities Act as promptly as practicable thereafter (but in no event more than 90 days after delivery of the Shelf Notice); provided, however, that if the Company (and each Guarantor) has not yet filed an Exchange Registration Statement, the Company shall file (and shall cause each Guarantor to file) with the SEC the Initial Shelf Registration Statement the Registrable Securities of each Holder who shall have requested inclusion therein of some on or all of their Registrable Securities by checking the appropriate box on the signature page of such Holder hereto or by written notice prior to the Company no later than the earliest to occur of the date that the first Quarterly Report on Form 10-Q or Annual Report on Form 10-K after the Plan Effective Filing Date is required to be filed according to the rules and regulations of the Commission (the “Initial Form 10-Q or 10-K”). The Company shall (i) file the Initial Shelf Registration Statement with the Commission no later than five (5) Business Days after the Company files the Initial Form 10-Q or 10-K, and (ii) use its reasonable best efforts to have the cause such Initial Shelf Registration Statement to be declared effective by under the Commission as soon as reasonably practicable after Securities Act on or prior to the Company files the Effectiveness Date. The Initial Shelf Registration Statement shall be on Form S-1 or another appropriate form permitting registration of such Registrable Notes for resale by Holders in the manner or manners reasonably designated by them (but including, without limitation, one or more underwritten offerings). The Company and Guarantors shall not permit any securities other than the Registrable Notes to be included in no event later than seventy-five (75) days after it shall have filed such Shelf Registration Statement, unless it is not practicable to do so due to circumstances directly relating to outstanding comments of the Commission relating to such Shelf Registration Statement; provided that the Company is using its reasonable best efforts to address any such comments as promptly as possible).Shelf