Registration Provisions. (a) The Company shall at its own expense and as soon as practicable, but in no event later than June 30, 2004, file a registration statement (the “First Registration Statement”) under the Securities Act covering the resale of 1,711,164 Common Shares issuable under this Agreement (including shares issued or issuable upon conversion or redemption of the Series B Preferred Shares,including any Series B Preferred Shares subject to unexercised Xxxxxxxx Rights, as if such Xxxxxxxx Rights had been exercised on such date) and shall use its best efforts to cause such First Registration Statement to be declared effective as soon as practicable and in all events no later than August 30, 2004 (or thirty (30) days after such date if the SEC reviews and comments on the First Registration Statement). The Company shall at its own expense and as soon as practicable, but in no event later than the earlier of (i) two hundred and seventy (270) days after the date of this Agreement and (ii) ten (10) days after and excluding the date on which the Xxxxxxxx Rights become exercisable, file a registration statement (the “Second Registration Statement” and, together with the First Registration Statement, the “Required Registration Statements”) under the Securities Act covering the resale of the number of Common Shares equal to one hundred twenty-five percent (125%) of the total number of Common Shares issuable under this Agreement (including all shares issued or issuable upon conversion or redemption of the Series B Preferred Shares,including any Series B Preferred Shares subject to unexercised Xxxxxxxx Rights, as if such Xxxxxxxx Rights had been exercised on such date), less any shares then registered under the Initial Registration Statement, and shall use its best efforts to cause such Second Registration Statement to be declared effective as soon as practicable and in all events no later than sixty (60) days after (or ninety (90) days after, if the SEC review and comments on the Second Registration Statement) the earlier of (i) the first anniversary of the date of this Agreement and (ii) ten (10) days after and excluding the date on which the Xxxxxxxx Rights become exercisable. From and after the effective date of the Second Registration Statement, the Company shall promptly file a new Required Registration Statement at any time that the number of Common Shares issued or issuable under this Agreement (including all shares issued or issuable upon conversion or redemption of the Se...
Registration Provisions. With respect to each registration pursuant to this Agreement:
Registration Provisions. If, following the initial Loan hereunder and registration of the initial Loaned Shares in respect of such Loan, any subsequent Loan and public sale of the Loaned Shares in respect of such subsequent Loan, in the reasonable opinion of counsel to Borrower, would require registration under the Securities Act of 1933, as amended, Lender shall register such sale in a form and manner reasonably satisfactory to Borrower, and shall enter into an underwriting agreement substantially in the form of the Underwriting Agreement dated as of February 2, 2007 relating to the issuance and sale of such initial Loaned Shares and shall afford Borrower and its representatives and agents an opportunity to conduct an appropriate “due diligence” investigation to Borrower’s reasonable satisfaction, all at the expense of Lender. In no event shall this Section 16 require Lender to register shares of Common Stock in excess of the Maximum Number of Shares.
Registration Provisions. If, following the initial Loan hereunder and registration of the initial Loaned Shares in respect of such Loan, any subsequent Loan and public sale of the Loaned Shares in respect of such subsequent Loan, based upon reasonable advice of counsel to Borrower, would require registration under the Securities Act, Lender agrees to register such sale of shares of Common Stock as and to the extent provided in the Underwriting Agreement.
Registration Provisions. No later than June 30, 2004, the Company shall prepare and file, at its sole cost and expense, and thereafter use its best efforts to have declared effective, an appropriate registration statement with the Securities and Exchange Commission registering all of the 25,000,000 shares of Common Stock initially covered by this Agreement for resale by ILLES under the Act (the "Initial Registration Statement"). As provided in Section 1.D hereof, USA has the right from time to time to increase the number of shares of Common Stock to be covered by this Agreement. Any such additional shares may be included in an amendment or post-effective amendment to the Initial Registration Statement, or in a separate additional registration statement.
Registration Provisions. (a) The Company shall, as promptly as practicable and in any event not later than 5:00 p.m. Eastern Time on January 31, 2011, and at its own expense, file a Registration Statement (as defined below) under the Securities Act covering the resale of all of the Common Shares and shall use its best efforts to cause such Registration Statement to be declared effective on or prior to March 16, 2011. Pursuant to the preceding sentence, the Company shall register pursuant to such Registration Statement not less than the number of shares of Common Stock equal to 1,512,574. With respect to each of the first four (4) Later Investments that occurs after the first Registration Statement has been filed, the Company shall, not later than 5:00 p.m. on the later of (x) the date that is fifteen (15) days after and excluding such Closing Date and (y) January 31, 2011, file a new Registration Statement so as to register the resale of the shares of Common Stock issued on each such Closing Date and issuable in connection with any increase in the Warrant Amount (as defined in the Warrants), and the Company shall use its best efforts to cause each such new Registration Statement to be declared effective on or prior to the later of (x) the date that is forty-five (45) days after and excluding such Closing Date and (y) March 16, 2011. The Company shall provide prompt written notice to Purchaser if the SEC elects to review any Registration Statement. The obligations to have any Registration Statement declared effective and to maintain such effectiveness as provided in this Section 6 are referred to herein as the "Registration Requirement." The Company shall provide Purchaser with two (2) Business Days to review and comment on any Registration Statement or amendment thereto prior to filing, and the Company shall not file any Registration Statement that Purchaser reasonably objects to.
Registration Provisions. (a) The Company will keep the Registration Statement continuously effective for so long as any Common Stock continues to be issuable hereunder or upon exercise of the Warrant. In the event that the Company fails to maintain the effectiveness and availability of the Registration Statement at any time during the period described above, the Company will promptly provide notice thereof to Purchaser.
Registration Provisions. (a) Champion shall, as soon as practicable and at its own expense, but in no event later than twenty (20) calendar days after, and including, the Initial Closing Date, file a Registration Statement (as defined below) under the Securities Act covering the resale of all of the Common Shares and shall use its best efforts to cause such Registration Statement to be declared effective on or prior to one hundred and fifteen (115) calendar days following, and including, the Initial Closing Date (the "Required Registration Date") and shall promptly amend such Registration Statement or file an additional Registration Statement from time to time if the maximum number of Common Shares issued or issuable upon conversion of the Series B Preferred Shares is greater than the number of Common Shares registered pursuant to such Registration Statement. The obligations to have the Registration Statement declared effective and to maintain such effectiveness as provided in this Section 5 are referred to herein as the "Registration Requirement." Pursuant to the preceding sentence, Champion shall register pursuant to such Registration Statement not less than the number of shares of Common Stock equal to 1.5 times the total number of Common Shares issued or issuable under this Agreement (including all shares issued or issuable under the Series B Preferred Shares, whether upon conversion or redemption) within the year following such date or otherwise on an as-converted basis as of such date (the "Registrable Number"). Champion shall promptly amend such Registration Statement (or, if necessary, file a new Registration Statement) at any time that the number of Common Shares issued and issuable under this Agreement exceeds eighty percent (80%) of the number of shares then registered so that the Registrable Number (as determined on such date) of Common Shares shall be registered and freely tradable.
Registration Provisions. (a) In regard to Parent effecting the registration of the Stock Consideration under the Securities Act of 1933, Parent will:
Registration Provisions. Lender hereby agrees that following the registration of the 8,134,002 shares of Common Stock related to the underwriting agreement attached hereto as Exhibit B (the “Underwriting Agreement”), any subsequent Loan and public sale of Loaned Shares would require registration under the Securities Act. Accordingly, Lender, at its expense, shall use commercially reasonable efforts to register the public sale of Loaned Shares in connection with any such Loan in a form and manner reasonably satisfactory to Borrower, including, without limitation, as promptly as practicable filing a registration statement providing for the registration of, and the sale by the underwriter(s) in an underwritten offering of such securities, causing the registration statement to be declared effective as promptly as practicable, keeping the registration effective, supplemented and amended as required by federal and state securities laws in order to permit the prospectus forming part of the registration statement to be usable by the underwriter(s) in the public offering for such period of time as reasonably required by the Borrower or the underwriter(s), causing the registration statement and any related prospectus and any amendment or supplement to comply in all material respects with the applicable requirements of the Securities Act and not to contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading. In addition, Lender shall enter into an underwriting agreement substantially in the form of the Underwriting Agreement (including, without limitation, substantially equivalent representations and warranties, covenants, closing conditions and indemnities) and provide or cause to be provided customary lock-ups of Lender’s officers, directors and significant stockholders. Lender shall afford Borrower and its representatives and agents an opportunity to conduct an appropriate “due diligence” investigation to Borrower’s reasonable satisfaction, all at the expense of Lender, including, without limitation, providing the access referred to in Section 3(v) (Use of Personnel and Documents) and providing substantially equivalent deliveries set forth in the Underwriting Agreement, including comfort letters from auditors and legal opinions. Borrower shall provide reasonable written notice to Lender of any request for the registration of Loaned Shares pursuant to this Section 21 and L...
