Common use of Filing Registration Statement Clause in Contracts

Filing Registration Statement. PubCo shall use its commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.2, prepare and file with the Commission a Registration Statement on any form for which PubCo then qualifies or which counsel for PubCo shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Period; provided, however, that PubCo shall have the right to defer any Demand Registration for up to sixty (60) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration to which such Piggy-Back Registration relates, in each case if PubCo shall furnish to the holders a certificate signed by the Chief Executive Officer or Chairman of PubCo stating that, in the good faith judgment of the Board, it would be materially detrimental to PubCo and its shareholders for such Registration Statement to be effected at such time; provided, however, PubCo shall have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation in this manner more than twice in any 12-month period.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty thirty (6030) calendar days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish the Investors requesting to the holders include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; providedprovided further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo The Company shall use its commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission a Registration Statement on any form for which PubCo the Company then qualifies or which counsel for PubCo the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Period; provided, however, that PubCo the Company shall have the right to defer any Demand Registration for up to sixty (60) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration to which such Piggy-Back Registration relates, in each case if PubCo the Company shall furnish to the holders a certificate signed by the Chief Executive Officer or Chairman of PubCo the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company (the “Company Board”), it would be materially detrimental to PubCo the Company and its shareholders for such Registration Statement to be effected at such time; provided, further, however, PubCo that the Company shall not have the right to defer such filing exercise the right set forth in the immediately preceding proviso for a period of not more than a total of ninety (90) days and that PubCo shall not defer its obligation in this manner consecutive calendar days, or more than twice one hundred twenty (120) total calendar days in any 12365-month day period.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and use its commercially reasonable best efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty ninety (6090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish to the holders Investor requesting to include their Registrable Securities in such registration a certificate signed by the President, Chief Executive Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time; providedprovided further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not exercise the right set forth in the immediately preceding proviso more than ninety (90) days and that PubCo shall not defer its obligation in this manner more than twice once in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty ninety (6090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish Investors requesting to the holders include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; providedprovided further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.2possible, prepare and file with the Commission a SEC the Shelf Registration Statement Statement, and all required amendments thereto on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement and required amendments thereto to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required hereby; provided, however, that PubCo Pubco shall have the right to defer any Demand the Shelf Registration Statement and Shelf Underwriting for up to sixty ninety (6090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish to the holders Investors requesting to include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; provided, further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a demand registration hereunder.

Filing Registration Statement. PubCo shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo then qualifies or which counsel for PubCo shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo shall have the right to defer any Demand Registration for up to sixty (60) calendar days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo shall furnish the Investors requesting to the holders include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo stating that, in the good faith judgment of the BoardBoard of Directors of PubCo, it would be materially detrimental to PubCo and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of PubCo to disclose at such time; providedprovided further, however, that PubCo shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and use its commercially reasonable best efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty thirty (6030) calendar days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish the Investors requesting to the holders include their Registrable Securities in such Registration Statement a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; providedprovided further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty one hundred twenty (60120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish Investors requesting to the holders include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; providedprovided further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty thirty (6030) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish to the holders Investors requesting to include their Registrable Securities in such registration a certificate signed by the Chairman, Chief Executive Officer or Chairman Chief Financial Officer of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; providedprovided further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.

Filing Registration Statement. PubCo Pubco shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.22.1, prepare and file with the Commission SEC a Registration Statement on any form for which PubCo Pubco then qualifies or which counsel for PubCo Pubco shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable efforts to cause such Registration Statement to become effective and use its commercially reasonable efforts to keep it effective for the Effectiveness Periodperiod required by Section 3.1.3; provided, however, that PubCo Pubco shall have the right to defer any Demand Registration for up to sixty ninety (6090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any Demand Registration demand registration to which such Piggy-Back Registration relates, in each case if PubCo Pubco shall furnish to the holders Investors requesting to include their Registrable Securities in such registration a certificate signed by the Chief Executive Officer, Chief Financial Officer or Chairman of PubCo Pubco stating that, in the good faith judgment of the BoardBoard of Directors of Pubco, it would be materially detrimental to PubCo Pubco and its shareholders for such Registration Statement to be effected at such time or the filing would require premature disclosure of material information which is not in the interests of Pubco to disclose at such time; provided, further, however, PubCo that Pubco shall not have the right to defer such filing for a period of not more than ninety (90) days and that PubCo shall not defer its obligation exercise the right set forth in this manner the immediately preceding proviso more than twice in any 12365-month periodday period in respect of a Demand Registration hereunder.