Common use of General; Duration Clause in Contracts

General; Duration. Any Registration Party shall have the right pursuant to Section 5.2 at any time, upon the Company’s eligibility to use Form S-3 (or any successor form to Form S-3, or any similar short-form registration statements), and from time to time, to request, in connection with delivery of a Demand, that the Company prepare and file with the Commission a “shelf” registration statement (the “Shelf Registration Statement”) on the appropriate form for an offering to be made, covering the Registrable Securities requested to be included therein, on a continuous or delayed basis pursuant to Rule 415 under the Securities Act (or any successor rule or similar provision then in effect) in the manner or manners designated by such Registration Party (including, without limitation, one or more underwritten offerings). Subject to Section 5.7(b), the Company shall use its best efforts to have the Shelf Registration Statement declared effective by the Commission as soon as practicable and to keep such Shelf Registration Statement continuously effective and free of material misstatements or omissions (including the preparation and filing of any amendments and supplements necessary for that purpose) until the earlier of (i) the date on which the Registration Party and all other Selling Holders have consummated the sale of all Registrable Securities registered under the Shelf Registration Statement or (ii) twelve months from the date the Shelf Registration Statement first became effective, subject to extension (A) pursuant to Section 5.4(b)(ii) or (B) for any period of time during which the offering of Registrable Securities pursuant to such Shelf Registration Statement is interfered with by a stop order, injunction or other order or requirement of the Commission or any other governmental agency or court.

General; Duration. Any Registration Party Following the IPO, the Demand Eligible Holders and the Management Holders shall have the right pursuant to Section 5.2 at any time, upon the Company’s eligibility to use Form S-3 (or any successor form to Form S-3, or any similar short-form registration statements), and from time to time, to request, in connection with the delivery of a DemandDemand or a Management Holder Demand in accordance with Section 2 (subject to the limitations set forth therein), that the Company Corporation prepare and file with the Commission a “shelf” registration statement (the “Shelf Registration Statement”) on the appropriate form (including Forms S-1 and S-3, as applicable) for an offering to be made, covering the Registrable Securities requested to be included therein, on a continuous or delayed basis pursuant to Rule 415 under the Securities Act (or any successor rule or similar provision then in effect) in the manner or manners designated by such Registration Party the Demand Eligible Holders or the Management Holders (including, without limitation, one or more underwritten offerings). If at the time of such request the Corporation is a WKSI (or will become one by the time of the filing of such Shelf Registration Statement with the SEC), such Shelf Registration Statement may, at the request of such Demand Eligible Holders or Management Holders, be an automatic shelf registration statement (as defined in Rule 405 under the Securities Act) (an “Automatic Shelf Registration Statement”) that covers an unspecified number of shares of Class A Common Stock to be sold by the Corporation and the Holders. Subject to Section 5.7(b7(b), the Company Corporation shall use its best efforts to have the Shelf Registration Statement declared become effective by the Commission as soon as practicable and to keep such Shelf Registration Statement continuously effective and free of material misstatements or omissions (including the preparation and filing of any amendments and supplements necessary for that purpose) until the earlier of (i) the date on which the Registration Party Demand Eligible Holders or the Management Holders (as applicable) and all other Selling Holders have consummated the sale of all Registrable Securities registered under the Shelf Registration Statement or (ii) twelve months from the date the Shelf Registration Statement first became effective, subject to extension (A) pursuant to Section 5.4(b)(ii) or (B) for any period of time during which the offering of Registrable Securities pursuant to such Shelf Registration Statement is interfered with by a stop order, injunction or other order or requirement of the Commission or any other governmental agency or courtStatement.