Common use of Subsequent Shelf Registration Clause in Contracts

Subsequent Shelf Registration. If any Shelf Registration Statement ceases to be effective under the Securities Act for any reason at any time during the Sponsor Shelf Period or Excess Share Shelf Period, as applicable (and either such period, a “Shelf Period”), the Company shall use its reasonable best 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 reasonable best 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”) for (x) in the case of the Sponsor Shelf Registration Statement, 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 or (y) in the case of the Excess Share Shelf Registration Statement, a primary offering of Excess Shares by the Company in an amount calculated in accordance with Section 2.3(b) and Section 2.9

Appears in 1 contract

Sources: Shareholders’ and Registration Rights Agreement (WL Ross Holding Corp.)

Subsequent Shelf Registration. If any the Initial Shelf Registration Statement or any Subsequent Shelf Registration ceases to be effective under the Securities Act for any reason at any time during the Sponsor Shelf Period or Excess Share Shelf Effectiveness Period, as applicable (and either such periodBGLS shall, a “Shelf Period”subject to Section 2.3.1(k), the Company shall use its reasonable best efforts to as promptly as is reasonably practicable cause such Shelf Registration Statement to again become effective under the Securities Act (including obtaining i) obtain the prompt withdrawal of any order suspending the effectiveness thereof and (ii) in any event, within 45 days of such cessation of effectiveness, 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 Registration Statement covering all of the Registrable Securities (a "Subsequent Shelf Registration") for an offering to be made by the Participating Holders on a delayed or continuous basis under Rule 415 in a manner reasonably expected to be acceptable to the SEC. If a Subsequent Shelf Registration is filed, and BGLS shall use its reasonable best efforts to as promptly as is reasonably practicable amend such cause the Subsequent Shelf Registration to be declared effective as soon as practicable after such filing and to keep such Registration Statement in a manner reasonably expected continuously effective and the Prospectus current to result in the withdrawal end of any order suspending the effectiveness of such Effectiveness Period. As used herein, the term "Shelf Registration" means the Initial Shelf Registration Statement or file an additional registration statement (a “and any Subsequent Shelf Registration”) for (x) in the case of the Sponsor Shelf Registration Statement, 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 or (y) in the case of the Excess Share Shelf Registration Statement, a primary offering of Excess Shares by the Company in an amount calculated in accordance with Section 2.3(b) and Section 2.9.

Appears in 1 contract

Sources: Exchange Agreement (Brooke Group LTD)