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SEC Filings

10-Q
BIOTIME INC filed this Form 10-Q on 08/09/2017
Entire Document
 

7.
Registration Rights
 
7.1.
Within fifteen (15) days from the Effective Date, unless otherwise agreed upon in writing by HBL and BioTime), BioTime shall file with the SEC a registration statement on a Form S-3 to register for resale the Traded Stock with the SEC (“Registration Statement”) and shall provide HBL with a copy of the Registration Statement within two (2) business day from the date of filing the Registration Statement with the SEC.  Prior to filing such Registration Statement, BioTime shall give HBL a reasonable opportunity to review and comment on the Registration Statement, and BioTime agrees to include all reasonable comments provided by HBL or its legal counsel.  BioTime’s obligation to file the Registration Statement shall be dependent upon HBL’s providing the information necessary for BioTime to include in the Registration Statement relating to HBL’s capacity as a selling stockholder thereunder.
 
7.2.
BioTime shall use its commercially reasonable efforts to cause such Registration Statement to become effective and keep such registration statement effective until all the securities covered by such Registration Statement may be freely traded by HBL without volume restrictions under Rule 144 promulgated under the Securities Act (“Rule 144”).   BioTime shall use its commercially reasonable efforts to cause all securities covered by such Registration Statement to be listed on the NYSE MKT.
 
7.3.
All expenses incurred in connection with the Registration Statement, including all registration, filing, and qualification fees; printers’ and accounting fees; fees and disbursements of counsel for BioTime, shall be borne by the [ * ] shall be responsible for the fees and expenses of its own legal counsel in connection with the Registration Statement.
 
7.4.
With a view to making available to the HBL the benefits of Rule 144, BioTime shall:
 
7.4.1.
make and keep available adequate current public information, as those terms are understood and defined in Rule 144, at all times after the effective date of the
 
Registration Statement;
 
7.4.2.
use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents required of BioTime under the Securities Act and the Exchange Act; and
 
7.4.3.
furnish to HBL, so long as HBL owns any Traded Stock, forthwith upon request (i) to the extent accurate, a written statement by BioTime that it has complied with the reporting requirements of Rule 144, the Securities Act, and the Exchange Act, or that it qualifies as a registrant whose securities may be resold pursuant to Form S‑3; and (ii) such other information as may be reasonably requested in availing HBL of any rule or regulation of the SEC that permits the selling of any such securities without registration or pursuant to Form S‑3.
 
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
 
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