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)

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”)while Registrable Securities are still outstanding, the Company shall shall, subject to Section 3.4, use its commercially 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 StatementShelf), and shall use its commercially reasonable best efforts to to, as promptly as is reasonably practicable 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 as a Shelf Registration (a “Subsequent Shelf Registration”) for (x) in registering the case of the Sponsor Shelf Registration Statement, an offering to be made resale on a delayed or continuous basis pursuant of all Registrable Securities of each Holder who requests inclusion therein by 1. If a Subsequent Shelf Registration is filed, the Company shall use its commercially reasonable efforts to Rule 415 of (i) cause such Subsequent Shelf Registration to become effective under the Securities Act registering as promptly as is reasonably practicable after the resale from time to time filing thereof but in any event by no later than (i) five (5) business days after the Company is notified (orally or in writing) by the Holders thereof of all securities Commission that are Registrable Securities as of the time of such filing Subsequent Shelf Registration will not be “reviewed” or will not be subject to further review or (yii) in ninety (90) days after the case of date the Excess Share Subsequent Shelf Registration Statementis filed with the Commission, a primary offering of Excess Shares and (ii) keep such Subsequent Shelf Registration effective for the period required by the Company in an amount calculated in accordance with Section 2.3(b) and Section 2.93.1.2.

Appears in 1 contract

Sources: Registration Rights Agreement (Galaxy Digital Inc.)

Subsequent Shelf Registration. If any Shelf Resale 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”)while Registrable Securities are still outstanding, the Company shall (subject to Section 3.4) use its commercially reasonable best efforts to as promptly as is reasonably practicable cause such Shelf Resale Registration Statement to again become effective under and to comply with the provisions of the Securities Act with respect to the disposition of all the Registrable Securities (including obtaining the prompt withdrawal of any order suspending the effectiveness of such Shelf Registration Statement), and shall use its commercially reasonable best efforts to as promptly as is reasonably practicable amend such Shelf Resale Registration Statement in a manner reasonably expected to result in the withdrawal of any order suspending the effectiveness of such Shelf Resale Registration Statement or file an additional registration statement (a “Subsequent Shelf RegistrationRegistration Statement”) registering the resale of all Registrable Securities (determined as of two (2) Business Days prior to such filing). If a Subsequent Registration Statement is filed, the Company shall use its commercially reasonable efforts to (i) cause such Subsequent Registration Statement to become effective under the Securities Act as promptly as is reasonably practicable after the filing thereof and (ii) keep such Subsequent Registration Statement continuously effective, available for (x) use and in compliance with the case of the Sponsor Shelf Registration Statement, an offering to be made on a delayed or continuous basis pursuant to Rule 415 provisions of the Securities Act registering until such time as there are no longer any Registrable Securities. The Company’s obligation under this Section 2.1.2, shall, for the resale from time avoidance of doubt, be subject 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 2.93.4.

Appears in 1 contract

Sources: Registration Rights Agreement (Ermenegildo Zegna N.V.)