Subsequent Shelf Registration Statement Sample Clauses
The Subsequent Shelf Registration Statement clause requires the issuer to file additional registration statements with the relevant securities authority after the initial offering, allowing for the continued or future sale of securities. This clause typically applies when the initial shelf registration has been exhausted or when new securities need to be registered for resale by investors. By mandating the filing of subsequent shelf registration statements, the clause ensures that securities can be offered or resold efficiently, maintaining market liquidity and compliance with regulatory requirements.
Subsequent Shelf Registration Statement. If any Shelf Registration Statement ceases to be effective under the Securities Act for any reason at any time during the Effectiveness Period, the Company shall use its commercially reasonable efforts to as promptly as is reasonably practicable cause such Shelf Registration Statement to again become effective under the Securities Act (including obtaining the prompt withdrawal of any order suspending the effectiveness of such Shelf Registration Statement), and shall use its commercially reasonable efforts to as promptly as is reasonably practicable amend such Shelf Registration Statement in a manner reasonably expected to result in the withdrawal of any order suspending the effectiveness of such Shelf Registration Statement or file an additional registration statement (a “Subsequent Shelf Registration Statement”) for an offering to be made on a delayed or continuous basis pursuant to Rule 415 of the Securities Act registering the resale from time to time by the Holders thereof of all securities that are Registrable Securities as of the time of such filing. If a Subsequent Shelf Registration Statement is filed, the Company shall use its commercially reasonable efforts to (a) cause such Subsequent Shelf Registration Statement to become effective under the Securities Act as promptly as is reasonably practicable after the filing thereof and no later than ninety (90) days after the date of filing of such Resale Shelf Registration Statement (it being agreed that the Subsequent Shelf Registration Statement shall be an automatic shelf registration statement that shall become effective upon filing with the SEC pursuant to Rule 462(e) if Rule 462(e) is available to the Company) and (b) keep such Subsequent Shelf Registration Statement continuously effective and usable until the end of the Effectiveness Period. Any such Subsequent Shelf Registration Statement shall be a registration statement on Form F-3 or Form S-3 to the extent that the Company is eligible to use such form. Otherwise, such Subsequent Shelf Registration Statement shall be on another appropriate form and shall provide for the registration of such Registrable Securities for resale by the Holders in accordance with any reasonable method of distribution agreed by the Company and the Holders.
Subsequent Shelf Registration Statement. If a Subsequent Shelf Registration Statement is filed, the Company shall use its reasonable best efforts to cause the Subsequent Shelf Registration Statement to become effective as promptly as is practicable after such filing and to keep such Shelf Registration Statement (or Subsequent Shelf Registration Statement) continuously effective until the end of the Effectiveness Period.
Subsequent Shelf Registration Statement. Section 1.3 Take-Down Notice .......................................................... Section 1.8
Subsequent Shelf Registration Statement. If the Initial Shelf Registration Statement or any Subsequent Shelf Registration Statement ceases to be effective for any reason at any time during the Effectiveness Period (other than because of the sale of all of the securities registered thereunder), the Company and the Guarantors shall use their respective best efforts to obtain the prompt withdrawal of any order suspending the effectiveness thereof, and in any event the Company and the Guarantor shall within 45 days of such cessation of effectiveness use their respective best efforts to amend the Shelf Registration Statement in a manner reasonably expected to obtain the withdrawal of the order suspending the effectiveness thereof, or file an additional "shelf" Registration Statement pursuant to Rule 415 covering all of the Registrable Securities (a "Subsequent Shelf Registration Statement"). If a Subsequent Shelf Registration Statement is filed, the Company and the Guarantors shall use their respective best efforts to cause the Subsequent Shelf Registration Statement to be declared effective as soon as reasonably practicable after such filing and to keep such Registration Statement continuously effective until the end of the Effectiveness Period. As used herein the term "Shelf Registration Statement" means the Initial Shelf Registration Statement and any Subsequent Shelf Registration Statement.
Subsequent Shelf Registration Statement. 43 Subsidiary............................... 9
Subsequent Shelf Registration Statement. Subject to the conditions set forth in this Agreement, for the period following the Initial Shelf Registration Expiration Date and prior to the tenth (10th) anniversary of the Closing Date the Company shall use reasonable efforts to cause to be filed with the SEC within thirty (30) days following a taxable sale or other taxable disposition of a Direct Project or underlying Project, as those terms are defined in the Contribution Agreement (each a "Project"), a registration statement (the "Subsequent Shelf Registration Statement") under Rule 415 of the Securities Act relating to the original issuance by the Company of shares of Common Stock in connection with the redemption of all or any portion of those Holders' Units who have recognized "Pre-Contribution Gain" in connection with such taxable sale or other taxable disposition, or in the alternative if the registration of such original issuance is not practicable, the sale by such Holders of Registrable Shares in the form of the Common Stock to be received in connection with the redemption of such Holders' Units, all in accordance with the terms hereof, and shall use reasonable efforts to cause such Subsequent Shelf Registration
Subsequent Shelf Registration Statement. See Section 1.2(f)