Common use of Initial Shelf Registration Clause in Contracts

Initial Shelf Registration. The Company shall carefully prepare and file with the SEC, as soon as practicable following the Effective Date (but no later than 60 days from the Effective Date), a Registration Statement for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the Registrable Securities then outstanding (the “Initial Shelf Registration”). The Initial Shelf Registration shall be on Form S-1 or another appropriate form permitting registration of such Registrable Securities for resale by the Holders in the manner or manners designated by them (including, without limitation, one or more underwritten offerings). The Company shall not permit any securities other than the Registrable Securities to be included in any Shelf Registration. The Company shall use its best efforts to cause the Initial Shelf Registration to be declared effective under the Act as soon as practical after the Effective Date and to keep the Initial Shelf Registration continuously effective under the Act until the fifth anniversary of the Effective Date (the “Effectiveness Period”), or such shorter period ending on the earlier of the date on which (i) all Registrable Securities covered by the Initial Shelf Registration have been sold in the manner set forth and as contemplated in the Initial Shelf Registration, (ii) a Short Form Registration covering all of the Registrable Securities has been declared effective under the Act or (iii) all Registrable Securities may be immediately sold pursuant to Rule 144(k), provided that the Company has obtained an opinion to such effect from counsel reasonably acceptable to such Holder.

Initial Shelf Registration. The Company and the Subsidiary shall carefully prepare and file with the SEC, as soon as practicable following the Effective Date (but no later than 60 days from the Effective Date), SEC a Registration Statement for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the Registrable Securities then outstanding Notes (the “"Initial Shelf Registration”"). If the Company and the Subsidiary shall have not yet filed an Exchange Registration Statement, each of the Company and the Subsidiary shall use its reasonable best efforts to file with the SEC the Initial Shelf Registration on or prior to the Filing Date. In any other instance, each of the Company and the Subsidiary shall use its reasonable best efforts to file with the SEC the Initial Shelf Registration within 30 days of the delivery of the Shelf Notice. The Initial Shelf Registration shall be on Form S-1 S-3 (if applicable, or Form S-1, if not available) or another appropriate form permitting registration of such Registrable Securities Notes for resale by the such Holders in the manner or manners designated by them (including, without limitation, one or more underwritten offerings). The Company and the Subsidiary shall not permit any securities other than the Registrable Securities Notes to be included in the Initial Shelf Registration or any Subsequent Shelf Registration. The Each of the Company and the Subsidiary shall use its reasonable best efforts to cause the Initial Shelf Registration to be declared effective under the Act Securities Act, if an Exchange Registration Statement has not yet been declared effective, on or prior to the Effectiveness Date, or, in any other instance, as soon as practical practicable thereafter and in no event later than 60 days after filing of the Effective Date Initial Shelf Registration, and to keep the Initial Shelf Registration continuously effective under the Securities Act until the fifth date which is the second anniversary of the Effective Issue Date (subject to extension pursuant to the “Effectiveness Period”last paragraph of Section 5 hereof), or such shorter period ending on the earlier of the date on which when (i) all Registrable Securities Notes covered by the Initial Shelf Registration have been sold in the manner set forth and as contemplated in the Initial Shelf Registration, (ii) a Short Form Registration covering all of the Registrable Securities has been declared effective under the Act or (iii) all Registrable Securities may be immediately sold pursuant to Rule 144(k), provided that the Company has obtained an opinion to such effect from counsel reasonably acceptable to such Holder.Initial

Initial Shelf Registration. The Company shall carefully shall, under the circumstances set forth in Section 2(i), prepare and file with the SEC, as soon as practicable following the Effective Date (but no later than 60 days from the Effective Date), SEC a Registration Statement for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the Registrable Securities then outstanding (the “"Initial Shelf Registration”"). The Company shall use its best efforts to file the Initial Shelf Registration within 20 days of the delivery of the Shelf Notice or as promptly as possible following the request of the Purchasers or, if later, by the Filing Date. The Initial Shelf Registration shall be on Form S-1 or another an appropriate form permitting registration of such Registrable Securities for resale by the such Holders in the manner or manners designated by them a majority in principal amount of the securities then outstanding (including, without limitation, one or more underwritten offerings). The Company shall (i) not permit any securities other than the Registrable Securities to be included in any Shelf Registration. The Company shall , and (ii) use its best efforts to cause the Initial Shelf Registration to be declared effective under the Securities Act as soon promptly as practical practicable after the Effective Date filing thereof and to keep the Initial Shelf Registration continuously effective under the Securities Act until the fifth anniversary of date that is 24 months from the Effective Effectiveness Date (subject to extension pursuant to the “last paragraph of Section 6 hereof) (the "Effectiveness Period”"), or such shorter period ending on the earlier of the date on which when (i) all Registrable Securities covered by the Initial Shelf Registration have been sold in the manner set forth and as contemplated in the Initial Shelf Registration, or (ii) a Short Form Subsequent Shelf Registration covering all of the Registrable Securities has been declared effective under the Act or (iii) all Registrable Securities may be immediately sold pursuant to Rule 144(k), provided that the Company has obtained an opinion to such effect from counsel reasonably acceptable to such HolderAct.

Initial Shelf Registration. The Company Issuers shall carefully as promptly as reasonably practicable prepare and file with the SEC, as soon as practicable following the Effective Date (but no later than 60 days from the Effective Date), SEC a Registration Statement for an offering to be made on a continuous basis pursuant to Rule 415 covering all of the Registrable Securities then outstanding (the “"Initial Shelf Registration”"). If the Issuers shall have not yet filed an Exchange Offer and the Shelf Notice was delivered at least 45 days prior to the Filing Date, the Issuers shall file with the SEC the Initial Shelf Registration on or prior to the Filing Date. Otherwise, the Issuers shall file with the SEC the Initial Shelf Registration within 60 days of the delivery of the Shelf Notice. The Initial Shelf Registration shall be on Form S-1 or another appropriate form permitting registration of such Registrable Securities for resale by the Holders such holders in the manner or manners designated by them (including, without limitation, one or more underwritten offerings). The Company shall not permit any securities other than the Registrable Securities to be included in any Shelf Registration. The Company Issuers shall use its their reasonable best efforts to cause the Initial Shelf Registration to be declared effective under the Securities Act as soon as practical on or prior to the 120th day after the Effective Date filing thereof with the SEC and to keep the Initial Shelf Registration continuously effective under the Securities Act until the fifth anniversary of date which is 24 months from the Effective Issue Date (the “"Effectiveness Period”"), or such shorter period ending on the earlier of the date on which when (i) all Registrable Securities covered by the Initial Shelf Registration have been sold in the manner set forth and as contemplated in the Initial Shelf Registration, (ii) a Short Form Registration covering all of the Registrable Securities has been declared effective under the Act or (iii) all Registrable Securities may be immediately sold pursuant to Rule 144(k), provided that the Company has obtained an opinion to such effect from counsel reasonably acceptable to such Holder.or