Common use of Resale Registration Statement Clause in Contracts

Resale Registration Statement. Within 45 days following the date of the Final Closing, the Company shall (a) file with the SEC, or (b) have filed with the SEC, a Resale Registration Statement (the “Resale Registration Statement”) pursuant to Rule 415 under the Securities Act pursuant to which all of the Registrable Securities shall be included (on the initial filing or by supplement thereto) to enable the public resale on a delayed or continuous basis of the Registrable Securities by the Holders. The Company shall file the Resale Registration Statement on such form as the Company may then utilize under the rules of the SEC and use its commercially reasonable efforts to have the Resale Registration Statement declared effective under the Securities Act as soon as practicable, but in no event more than 90 days following the initial filing of the Registration Statement. In the event the Company is notified by the SEC that the Resale Registration Statement will not be reviewed or is no longer subject to further review and comments, the Company shall use its commercially reasonable efforts to have the Resale Registration Statement declared effective by the 5th trading day following the date on which the Company is so notified if such date precedes the dates otherwise required above. The Company agrees to use its commercially reasonable efforts to maintain the effectiveness of the Resale Registration Statement, including by filing any necessary post-effective amendments and prospectus supplements, or, alternatively, by filing new registration statements relating to the Registrable Securities as required by Rule 415 under the Securities Act, continuously until the date (the “Resale Registration Expiration Date”) that is the earlier of (i) three (3) years following the date of effectiveness of the Resale Registration Statement, or (ii) the date on which the Holders no longer hold any Registrable Securities covered by such Resale Registration Statement.

Resale Registration Statement. Within 45 No later than thirty (30) days following the date of the Final ClosingExchange Effective Time, the Company shall (a) file with the SEC, or (b) have filed with the SEC, a Resale Registration Statement (together with any New Registration Statement (defined below), the “Resale Registration Statement”) pursuant to Rule 415 under the Securities Act pursuant to which all of the Registrable Securities shall be included (on the initial filing or by supplement or amendment thereto) to enable the public resale on a delayed or continuous basis of the Registrable Securities by the Holders. The Company shall file the Resale Registration Statement on such form as the Company may then utilize under the rules of the SEC and use its commercially reasonable efforts to have the Resale Registration Statement declared effective under the Securities Act as soon as practicable, but in no event more than 90 days following the initial filing of the Registration Statement. In the event the Company is notified by the SEC that the Resale Registration Statement will not be reviewed or is no longer subject to further review and comments, the Company shall use its commercially reasonable efforts to have the Resale Registration Statement declared effective by the 5th trading day following the date on which the Company is so notified if such date precedes the dates otherwise required above. The Company agrees to use its commercially reasonable efforts to maintain the effectiveness of the Resale Registration Statement, including by filing any necessary post-effective amendments and prospectus supplements, or, alternatively, by filing one or more new registration statements Registration Statements (each, a “New Registration Statement”) relating to all of the Registrable Securities as required by Rule 415 under the Securities Act, continuously until the date (the “Resale Registration Expiration Date”) that is the earlier of (iA) three (3) years following the date of effectiveness of the of the Resale Registration Statement, or (iiB) the date on which the Holders no longer hold Holder holds any Registrable Securities covered by such Resale Registration StatementStatement (treating any Registrable Securities held in escrow pursuant to the Escrow Agreement as held by the Holder for such purpose).

Resale Registration Statement. 9.1 Within 45 30 days following the date of the Final ClosingClosing Date, the Company shall (a) file with the SEC, or (b) have filed with the SEC, a Resale Registration Statement (the “Resale Registration Statement”) pursuant to Rule 415 under the Securities Act pursuant to which all of the Shares and Warrant Shares (the “Registrable Securities Securities”) shall be included (on the initial filing or by supplement thereto) to enable the public resale on a delayed or continuous basis of the Registrable Securities by the HoldersPurchaser. The Company shall file the Resale Registration Statement on such form as the Company may then utilize under the rules of the SEC and use its commercially reasonable efforts to have the Resale Registration Statement declared effective under the Securities Act as soon as practicable, but in no event more than 90 sixty (60) days following the initial filing of the Registration Statement. In the event the Company is notified by the SEC that the Resale Registration Statement will not be reviewed or is no longer subject to further review and comments, the Company shall use its commercially reasonable efforts to have the Resale Registration Statement declared effective by the 5th trading day following the date on which the Company is so notified if such date precedes the dates otherwise required above. The Company agrees to use its commercially reasonable efforts to maintain the effectiveness of the Resale Registration Statement, including by filing any necessary post-effective amendments and prospectus supplements, or, alternatively, by filing new registration statements relating to the Registrable Securities as required by Rule 415 under the Securities Act, continuously until the date (the “Resale Registration Expiration Date”) that is the earlier of (i) three five (35) years following the date of effectiveness of the Resale Registration Statement, or (ii) the date on which the Holders Purchaser no longer hold holds any Registrable Securities covered by such Resale Registration Statement.

Resale Registration Statement. Within 45 10 business days following the date of the Final ClosingClosing Date, the Company shall (a) file with the SEC, or (b) have filed with the SEC, a Resale resale Registration Statement on Form S-3 or, if Form S-3 is unavailable to the Company, Form S-1 (the “Resale Registration Statement”) ), pursuant to Rule 415 under the Securities Act pursuant to which all of the Shares (the “Registrable Securities Securities”) shall be included (on the initial filing or by supplement thereto) to enable the public resale on a delayed or continuous basis of the Registrable Securities by the HoldersPurchaser. The Company shall file the Resale Registration Statement on such form as the Company may then utilize under the rules of the SEC and use its commercially reasonable efforts to have the Resale Registration Statement declared effective under the Securities Act as soon as practicable, but in no event more than 90 days following the initial filing of the Registration Statement. In the event the Company is notified by the SEC that the Resale Registration Statement will not be reviewed or is no longer subject to further review and comments, the Company shall use its commercially reasonable efforts to have the Resale Registration Statement declared effective by the 5th trading day following the date on which the Company is so notified if such date precedes the dates otherwise required above. The Company agrees to use its commercially reasonable efforts to maintain the effectiveness of the Resale Registration Statement, including by filing any necessary post-effective amendments and prospectus supplements, or, alternatively, by filing new registration statements relating to the Registrable Securities as required by Rule 415 under the Securities Act, continuously until the date (the “Resale Registration Expiration Date”) that is the earlier of (i) three (3) years following the date of effectiveness of the Resale Registration Statement, or (ii) the date on which that the Holders no longer hold any Registrable Securities covered by such Resale Registration Statementcan be sold under Rule 144 without restriction or limitation on volume or manner of sale.

Resale Registration Statement. Within 45 days As promptly as possible but in no event more than three (3) months following the date ‎the Effective Time of the Final ClosingMerger (with such deadline not to apply if the Company qualifies as a well known ‎seasoned issuer (as defined in Rule 405 of the Securities Act)), the Company shall (a) file with the SEC, or (b) have filed with ‎with the SEC, a Resale Registration Statement resale registration statement (the “Resale Registration Statement”) pursuant to Rule 415 under the Securities ‎Securities Act pursuant to which all of the Registrable Securities shall be included (on the initial filing or by supplement ‎supplement thereto) to enable the public resale on a delayed or continuous basis of the Registrable Securities by the ‎the Holders. The Company shall file the Resale Registration Statement on such form as the Company may then utilize ‎utilize under the rules of the SEC and use its commercially reasonable efforts to have the such Resale Registration Statement ‎Statement declared effective under the Securities Act as soon as practicable, but in no event more later than 90 days six (6) months following the initial filing Effective Time of the Registration Statement. In the event the Company is notified by the SEC that the Resale Registration Statement will not be reviewed or is no longer subject to further review and comments, the Company shall use its commercially reasonable efforts to have the Resale Registration Statement declared effective by the 5th trading day following the date on which the Company is so notified if such date precedes the dates otherwise required above‎the Merger. The Company agrees to use its commercially reasonable efforts to maintain the effectiveness of the Resale ‎Resale Registration Statement, including by filing any necessary post-effective amendments and prospectus supplements‎supplements, or, alternatively, by filing new registration statements relating to the Registrable Securities covered ‎by such Resale Registration Statement as required by Rule 415 under the Securities Act, continuously until the date (the “Resale Registration Expiration Date”) ‎date that is the earlier of (i) three two (32) years following the date of effectiveness of the such Resale Registration Statement‎Statement, or (ii) the date that is the earlier of (A) the date that all Registrable Securities covered by the Resale ‎Registration Statement may be sold by Holders under Rule 144, and without the requirement for the Company to ‎be in compliance with the current public information requirements under Rule 144(c)(1) (or Rule 144(i)(2), if ‎applicable) or (B) the date on which the Holders no longer hold any Registrable Securities covered by such Resale Registration Statement.Securities‎.