Registration Rights Contract Clauses (1,501)

Registration Rights. (a) At the Closing, the Issuer and Subscriber shall enter into a Registration Rights Agreement (the "Registration Rights Agreement"), pursuant to which the Issuer will agree to (i) as soon as reasonably practicable within sixty (60) days after the Closing Date, but in no event later than ninety (90) days following the Closing Date, file a shelf registration statement to register the resale of the Acquired Shares (including the Common Shares into which the Preferred Shares may be converted (the "...Underlying Common Shares")) under the Securities Act and the rules and regulations promulgated thereunder and applicable state securities laws, (ii) use its reasonable best efforts to cause such registration statement (the "Registration Statement") to become effective as promptly thereafter as practicable, but in any event not later than one hundred eighty (180) days after the Closing Date if the Issuer receives comments to the Registration Statement from the staff of the SEC ("SEC Comments") or one hundred twenty (120) days after the Closing Date if the Issuer does not receive SEC Comments and (iii) provide Subscriber and certain other investors in the Issuer's equity securities with customary piggyback registration rights. The Registration Rights Agreement shall include such additional terms and conditions as are customary and reasonably satisfactory to the Issuer and Subscriber. (b) None of the Acquired Shares (including the Underlying Common Shares) may be directly or indirectly transferred, disposed of or otherwise monetized in any manner whatsoever, except pursuant to a registration statement or in a transaction that is exempt from the registration requirements of the Securities Act and applicable state securities laws. View More

Registration Rights. No later than one hundred and twenty (120) days (the "Filing Deadline") following the Final Closing (as that term is defined in the Offering Documents), the Company will file a registration statement with the SEC to register the resale of the Shares by the Holder so as to permit the public resale thereof (the "Resale Registration Statement"). The Company will use its reasonable efforts to ensure that such Resale Registration Statement is declared effective by the SEC as soon as practicable. The ...Company will keep such Resale Registration Statement effective until the earlier of the date upon which all Shares may be sold without registration under Rule 144 or the date which is six months after the expiration of the Warrants. If the Company should fail to file the Resale Registration Statement by the Filing Deadline, then within five (5) business days of the end of month the Company shall pay the Holder an amount in cash, as partial liquidated damages, equal to two percent (2%) of the aggregate Purchase Price (as that term is defined in the Offering Documents) paid by such Holder for each 30 days, or portion thereof, until the earlier of the date the deficiency is cured or the expiration of six (6) months from Filing Deadline (the "Penalty"). No Holder shall be entitled to a Penalty payment pursuant to this Section 4 if the filing of the Resale Registration Statement has been delayed as the result of the failure by such Holder to promptly provide on request by the Company the information required under the Subscription Agreement which is part of the Offering Documents. Notwithstanding any other provision of this Warrant, if any (i) any publicly-available written guidance, or rule of general applicability of the SEC staff, or (ii) oral or written comments, requirements or requests of the SEC staff to the Company in connection with the review of the Resale Registration Statement sets forth a limitation on the number of Shares to be registered in the Resale Registration Statement (and the Company has used its best efforts to advocate with the SEC for the registration of all or the maximum number of Shares), the number of Shares to be registered on such Resale Registration Statement will be reduced on a pro rata basis among the purchasers of Warrants issued and sold pursuant to the Offering Documents based on the total number of Shares underlying Warrants held by such purchasers. View More

Registration Rights. 10.1 Acquisition Transactions. 10.2 Right to Convert Warrant into Stock: Net Issuance. 10.3 Exercise Prior to Expiration.