Common use of Demand and Piggyback Rights for Shelf Takedowns Clause in Contracts

Demand and Piggyback Rights for Shelf Takedowns. Subject to Section 2.1(f), upon the demand of one or more Rights Holders made at any time and from time to time, the Company will facilitate in the manner described in this Agreement a “takedown” of Registrable Securities off of an effective shelf registration statement; provided that only the Requesting Holder may demand an underwritten shelf takedown. In connection with any underwritten shelf takedown (whether pursuant to the exercise of such demand rights or at the initiative of the Company), the Rights Holders may exercise piggyback rights to have included in such takedown Registrable Securities held by them that are registered on such shelf. Notwithstanding the foregoing, any Requesting Holder may not demand a shelf takedown for an offering that will result in the imposition of a lockup on the Company and the Rights Holders unless the Registrable Securities requested to be sold by the Requesting Holder in such takedown have an aggregate market value (based on the most recent closing price of the Securities at the time of the demand) of at least $10 million.

Appears in 2 contracts

Samples: Registration Rights Agreement (TaskUs, Inc.), Registration Rights Agreement (TaskUs, Inc.)

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Demand and Piggyback Rights for Shelf Takedowns. Subject to Section 2.1(f), upon Upon the demand of one or more Rights Holders of Blackstone or, if Genstar and Aisling are no longer subject to the transfer restrictions set forth in Section 4.3, Genstar or Aisling made at any time and from time to time, the Company will facilitate in the manner described in this Agreement a “takedown” of Registrable Securities shares off of an effective shelf registration statement; provided that only the Requesting Holder may demand an underwritten shelf takedown. In connection with any underwritten shelf takedown (whether pursuant to the exercise of such demand rights or at the initiative of the Company), the Rights Holders may exercise piggyback rights to have included in such takedown Registrable Securities shares held by them that are registered on such shelf. Notwithstanding the foregoing, any Requesting Holder Holders may not demand a shelf takedown for an offering that will result in the imposition of a lockup on the Company and the Rights Holders unless the Registrable Securities requested to be sold by the Requesting Holder demanding Holders in such takedown have an aggregate market value (based on the most recent closing price of the Securities Common Stock at the time of the demand) of at least $10 50 million.

Appears in 2 contracts

Samples: Registration Rights Agreement (Catalent, Inc.), Registration Rights Agreement (Catalent, Inc.)

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Demand and Piggyback Rights for Shelf Takedowns. Subject to Section 2.1(f), upon Upon the demand of one or more Rights of the Demand Holders made at any time and from time to time, the Company will facilitate in the manner described in this Agreement a “takedown” of Registrable Securities shares off of an effective shelf registration statement; provided that only the Requesting Holder may demand an underwritten shelf takedown. In connection with any underwritten shelf takedown (whether pursuant to the exercise of such demand rights or at the initiative of the Company), the Rights Holders may exercise piggyback rights to have included in such takedown Registrable Securities shares held by them that are registered on such shelf. Notwithstanding the foregoing, any Requesting Holder Demand Holders may not demand a shelf takedown for an underwritten offering that will result in (including block-trades and overnight transactions) unless (i) the imposition amount of a lockup on the Company and the Rights Holders unless the Registrable Securities requested to be sold by the Requesting Holder demanding Demand Holders in such takedown have an aggregate market value transaction is equal to at least five percent (based on the most recent closing price 5%) of the Securities at the time total amount of Post-IPO Total Outstanding Common Stock or (ii) such request includes all of the demand) of at least $10 millionremaining Registrable Securities included in such shelf registration statement held by such demanding Holders.

Appears in 1 contract

Samples: Registration Rights Agreement (Albertsons Companies, Inc.)

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