Demand Registration Statement. Upon request of any of the Holders after the occurrence of a Demand Registration Event, the Company shall as soon as practicable and in any event within sixty (60) days after the date such request is delivered to the Company, prepare and file or cause to be prepared and filed with the Commission a registration statement Form F-3 (or, subject to the penultimate sentence of this Section 2(h), such other appropriate form) for an offering to be made on a delayed or continuous basis pursuant to Rule 415 of the Securities Act (a “Demand Registration Statement”) pursuant to which all of the Additional Registrable Securities received by the Purchaser (or the Holders) pursuant to conversion of the Convertible Note shall be registered for resale by such Holders (the “Demand Registration”). If Form F-3 or, if the use of Form F-3 is not then available to the Company or for the Resale Registration, the Company shall (x) register the resale of the Additional Registrable Securities on Form F-1 or such other appropriate registration statement form permitting registration of such Additional Registrable Securities for resale by the Purchaser, and (y) undertake to register the Additional Registrable Securities on Form F-3 as soon as such form is available, provided that the Company shall maintain the effectiveness of such Demand Registration Statement then in effect until such time as a Demand Registration Statement on Form F-3 covering the Additional Registrable Securities has been declared effective by the Commission. All provisions set forth in this Agreement (including, without limitation, Sections 2(b) through 2(d)) with respect to Resale Registration Statements shall apply, mutatis, mutandis, to the Demand Registration Statements required to be filed hereunder (except to the extent expressly set forth in this Section 2.1(e)).
Demand Registration Statement. The Company shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a Demand for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form (a) for which the Company then qualifies or which counsel for the Company shall deem appropriate and (b) which shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended methods of distribution thereof, and shall use its best efforts to cause such Registration Statement to become and remain effective for the period required by Section 3.1.5; provided, however, that the Company shall have the right to defer such filing for up to ninety (90) days if the Company shall furnish to the holders a certificate signed by the Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, such filing would have a material adverse effect on any previously undisclosed proposal or plan by the Company to engage in any material financing, acquisition, merger, consolidation, tender offer or other transaction or third party claim (but the Company shall not have the right to exercise the right set forth in this proviso more than once in any 365-day period in respect of all Demand Registrations hereunder).
Demand Registration Statement as defined in Section 1.3(a)(iii).
Demand Registration Statement. The Company shall use its reasonable best efforts to file, as soon as reasonably practicable, after the Company’s receipt of any request for a Demand Registration, in its sole discretion, either (i) a shelf registration statement on Form S-3 or such other form under the Securities Act then available to the Company, registering for resale such number of shares of Registrable Securities as the Investor(s) have requested to be included in the Demand Registration and have such shelf registration statement declared effective as soon as reasonably practicable after receiving a request for a Demand Registration, or (ii) a prospectus supplement covering such number of shares of Registrable Securities as requested by the Investor(s) to be included in the Demand Registration; provided, in the case of clause (ii), that the Company has previously filed and there remains effective a shelf registration statement on Form S-3 or any successor form thereto then available to the Company that permits the Demand Registration without the filing of a new registration statement. Such registration statement referred to in clause (i) and (ii) above (including the Prospectus (as defined in Section 1(j) below), amendments and supplements to such registration statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto and all material incorporated by reference or deemed to be incorporated by reference, if any, in such registration statement) is hereinafter referred to as a “Demand Registration Statement.”
Demand Registration Statement. Notwithstanding the foregoing, Lavazza shall be entitled, at any time after receiving notice of deferral pursuant to this Section 2.1(d) and before the Demand Registration Statement becomes effective, to withdraw such Demand Notice request and, if such request is withdrawn, such registration shall not count as one of the permitted Demand Registration Statements pursuant to Section 2.1(c)(ii) of this Agreement.
Demand Registration Statement. The Company shall prepare, and as soon as practicable, but in any event within 60 days following a request made pursuant to Section 3.2, file with the Commission, a Section 3.2 Demand Registration Statement with respect to such Registrable Securities (both with respect to their initial issuance to Principal Holders and any ASLP Holders or Holdings Unit Holders, if required, and to their resales), make all required filings with the NASD and use its reasonable best efforts to cause such Section 3.2 Demand Registration Statement to become effective as soon as practicable.
Demand Registration Statement. The term "Demand Registration Statement" means a registration statement filed under the Securities Act by the Company pursuant to the provisions of Section 2.2 hereof, including the Prospectus contained therein, any amendments and supplements to such registration statement, including post-effective amendments, and all exhibits and all material incorporated by reference in such registration statement.
Demand Registration Statement. Upon receipt of such Demand Request, if the Company has not already caused such Registrable Securities to be registered on a Shelf Registration Statement that the Company then has on file with, and which has been declared effective by, the SEC and that remains in effect and not subject to any stop order, injunction or other order or requirement of the SEC (in which event the Company shall be deemed to have satisfied its registration obligation under this SECTION 2.1), the Company shall as promptly as reasonably practicable file a registration statement (a “Demand Registration Statement”) with the SEC relating to such Demand Registration, and use commercially reasonable efforts to cause such Demand Registration Statement to be declared effective under the Securities Act as promptly as reasonably practicable. Notwithstanding anything to the contrary set forth herein, the Company shall not be obligated to effect a Demand Registration at any time there is an effective Shelf Registration Statement on file with the SEC pursuant to SECTION 2.2 that has registered the Registrable Securities subject to such Demand Request, or if a Piggyback Registration was effected or an Underwritten Shelf Takedown was consummated within the preceding ninety (90) days.
Demand Registration Statement. (a) If, at any time after the earlier of (A) the date that is the twenty four (24) month anniversary of the Closing Date and (B) the Board Rights Termination Date, there is not an effective Registration Statement covering the resale of all of the Registrable Securities, the Lead Purchaser may provide a notice (the “Demand Notice”) to the Company requesting that the Company file a Registration Statement with respect to all or a portion of its Registrable Securities as specified in such notice (a “
Demand Registration Statement with respect to the relevant shares of Class B Common Stock, on a form selected by the Company, (B) to make all required filings with the NASD, and (C) to cause such Section 1.3(a) Demand Registration Statement to become effective as soon as practicable;
