Common use of Right to Demand Registration Clause in Contracts

Right to Demand Registration. (a) If, at any time after the first anniversary of the date of the consummation of the Company's initial public offering of Common Stock, the Company shall receive a written request from Holders to register at least two-thirds of the shares of Common Stock issued or issuable upon conversion of Series A Preferred Stock (of which not less then one-third of such shares will be Registrable Securities originally subject to this agreement), all of which are at such time eligible for registration hereunder (a "Demand Notice"), the Company shall promptly give written notice of such proposed registration to all other Holders and shall offer to include in such proposed registration any Registrable Securities requested to be included in such proposed registration by the Holders who shall respond in writing to the Company's notice within 10 days after receipt by the Holders in question of such notice (which response shall specify the number of Registrable Securities proposed to be included in such registration); provided, however, that in the event the number of Registrable Securities included in the registration is reduced pursuant to Section 4.1, the registration shall not be counted as the demand for registration by any Holder for purposes of Section 2.1(c) unless at least two-thirds of the Registrable Securities and all other shares of Common Stock issued or issuable upon conversion of Series A Preferred Stock and registered to be included in the proposed registration shall be so included.

Appears in 2 contracts

Samples: Registration Rights Agreement (TRUEYOU.COM), Registration Rights Agreement (TRUEYOU.COM)

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Right to Demand Registration. (a) If, at any time commencing 180 days after the first anniversary of the effective date of the consummation of the Company's initial public offering of Common Stock, the Company shall receive a written request from Holders to register at least two-thirds a majority of the shares of Common Stock issued or issuable upon conversion of Series A E Preferred Stock (of which not less then one-third of such shares will be Registrable Securities originally subject to this agreement)on Form S-1 or any similar long form registration, all of which are at such time eligible for registration hereunder or on Form S-3 or any similar short form registration, if available (a "Demand Notice"), the Company shall promptly give written notice of such proposed registration to all other Holders and shall offer to include in such proposed registration any Registrable Securities requested to be included in such proposed registration by the Holders who shall respond in writing to the Company's notice within 10 days after receipt by the Holders in question of such notice (which response shall specify the number of Registrable Securities proposed to be included in such registration); provided, however, that in the event the number of Registrable Securities included in the registration is reduced pursuant to Section 4.1, the registration shall not be counted as the demand for registration by any Holder for purposes of Section 2.1(c) unless until it has become effective and remains effective for at least two-thirds nine months (or less if all Registrable Securities included therein are sooner sold) and only if the Holders are able to register and sell at least 75% of the Registrable Securities and all other shares of Common Stock issued or issuable upon conversion of Series A E Preferred Stock and registered requested to be included in the proposed registration shall be so includedregistration.

Appears in 2 contracts

Samples: Registration Rights Agreement (TRUEYOU.COM), Registration Rights Agreement (TRUEYOU.COM)

Right to Demand Registration. (a) If, at any time after the first anniversary of the date of the consummation of the Company's initial public offering of Common Stock, the Company shall receive a written request from Holders to register at least two-thirds of the shares of Common Stock issued or issuable upon conversion exercise of Series A Preferred Stock the Warrants (of which not less then one-third of such shares will be Registrable Securities S originally subject to this agreement), all of which are at such time eligible for registration hereunder (a "Demand " Notice"), ) the Company shall promptly give written notice of such proposed registration to all other Holders and shall offer to include in such proposed registration any Registrable Securities requested to be included in such proposed registration by the Holders who shall respond in writing to the Company's notice within 10 days after receipt by the Holders in question of such notice (which response shall specify the number of Registrable Securities proposed to be included in such registration); provided, however, however that in the event the number of Registrable Securities included in the registration is reduced pursuant to Section 4.1, the registration shall not be counted as the demand for registration by any Holder for purposes of Section 2.1(c) unless at least two-thirds of the Registrable Securities and all other shares of Common Stock issued or issuable upon conversion exercise of Series A Preferred Stock the Warrants and registered to be included in the proposed registration shall be so included.

Appears in 1 contract

Samples: Registration Rights Agreement (TRUEYOU.COM)

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Right to Demand Registration. (a) If, at any time after the first anniversary of the date of the consummation of the Company's initial public offering of Common Stock, the Company shall receive a written request from Holders to register at least two-thirds of the shares of Common Stock issued or issuable upon conversion of Series A Preferred Stock (of which not less then one-third of such shares will be Registrable Securities originally subject to this agreement), all of which are at such time eligible for registration hereunder (a "Demand Notice"), the Company shall promptly give written notice of such proposed registration to all other Holders and shall offer to include in such proposed registration any Registrable Securities requested to be included in such proposed registration by the Holders who shall respond in writing to the Company's notice within 10 days after receipt by the Holders in question of such notice (which response shall specify the number of Registrable Securities proposed to be included in such registration); provided, however, however that in the event the number of Registrable Securities included in the registration is reduced pursuant to Section 4.1, the registration shall not be counted as the demand for registration by any Holder for purposes of Section 2.1(c) unless at least two-thirds of the Registrable Securities and all other shares of Common Stock issued or issuable upon conversion of Series A Preferred Stock and registered to be included in the proposed registration shall be so included.

Appears in 1 contract

Samples: Registration Rights Agreement (TRUEYOU.COM)

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