Common use of Demand Registrations Clause in Contracts

Demand Registrations. (a) (i) Subject to Section 2.1(b) below, at any time after the first anniversary of the date hereof, the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number of Registrable Securities which represents 20% or greater of the then outstanding Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders making such demand for registration being referred to as the "Initiating Holders"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Hexcel Corp /De/), Registration Rights Agreement (Ciba Specialty Chemicals Holding Inc /Fi/), Registration Rights Agreement (Hexcel Corp /De/)

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Demand Registrations. (a) (i) Subject to Section 2.1(b) belowthe terms and conditions of this Agreement, at any time and from time to time after the first anniversary of the date hereof, the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of their Registrable Securities which represents 20% or greater of on six (6) separate occasions in the then outstanding Registrable Securitiesaggregate, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereofthereof (including, but not limited to, an underwritten offering). All such requests by any Holder pursuant to this Section 2.1(a)(i2.1(a) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all other Holders of record of Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Alleghany Corp /De), Registration Rights Agreement (Darwin Professional Underwriters Inc), Registration Rights Agreement (Darwin Professional Underwriters Inc)

Demand Registrations. (a) (i) Subject to Section Sections 2.1(b) and 2.3 below, at any time and from time to time after the first anniversary of the date hereofRegistration Rights Trigger Date, the Holders Methode shall have the right to require the Company Stratos to file a registration statement under the Securities Act covering such aggregate number all or any part of Registrable Securities which represents 20% or greater of the then outstanding its Registrable Securities, by delivering a written request therefor to the Company Stratos specifying the number of Registrable Securities to be included in such registration by such Holders Methode and the intended method of distribution thereof. All such requests by any Holder Methode pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten (10) days after receipt of a Demand Registration Request, the Company Stratos shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Stratos Lightwave Inc), Registration Rights Agreement (Stratos Lightwave Inc)

Demand Registrations. (a) (i) Subject to Section 2.1(b) below), at any time and from time to time after the first anniversary date of the date hereofthis Agreement, the Majority Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number of Registrable Securities which represents 20% all or greater a portion of the then outstanding Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. All such requests by any Holder the Majority Holders pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," ”, and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand RegistrationRegistration Request, the Holder or Holders making such demand for registration Demand Registration Request being referred to as the "Initiating Holders"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request (including the intended method of distribution) to all Holders of record of Registrable SecuritiesHolders.

Appears in 2 contracts

Samples: Registration Rights Agreement (GasLog Ltd.), Registration Rights Agreement (GasLog Ltd.)

Demand Registrations. (a) (i) Subject to Section Sections 2.1(b) and 2.3 below, at any time after the first anniversary of the date hereofand from time to time, the Holders CDP shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of Registrable Securities which represents 20% or greater of the then outstanding their respective Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders Holder(s) and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration RequestsDEMAND REGISTRATION REQUESTS," and the registrations so requested are referred to herein as "Demand RegistrationsDEMAND REGISTRATIONS" (with respect to any Demand Registration, the Holders Holder(s) making such demand for registration being referred to as the "Initiating HoldersINITIATING HOLDER"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise NoticeDEMAND EXERCISE NOTICE") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Hockey Co)

Demand Registrations. (a) (i) Subject to Section 2.1(b) below, at any time after the first anniversary of the date hereoftime, the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number of Registrable Securities which represents 20% or greater of the Total Voting Power of the then outstanding Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof; provided, however that no shares of Common Stock issued or issuable, directly or indirectly, upon conversion of shares of Convertible Preferred Stock may be included in such request prior to the date that is eighteen months from the date hereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders making such demand for registration being referred to as the "Initiating Holders"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Goldman Sachs Group Inc/)

Demand Registrations. (a) (i) Subject to Section 2.1(b) below2.1(c), at any time or from time to time after the first date that is the one year anniversary of the date hereof, Closing Date any of the Investor Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number of Registrable Securities which represents 2010% or greater of the then outstanding Registrable SecuritiesSecurities held by the Investor Holders, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, ” and the Holders making such demand for registration being are referred to as the "Initiating Holders"). .” As promptly as practicable, but no later than ten 10 days after receipt of a Demand Registration Request, the Company shall give written notice (the "a “Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (NOODLES & Co)

Demand Registrations. (a) (i) Subject to Section 2.1(b) belowthe terms and conditions of this Agreement, at any time and from time to time after September 30, 2003 and the first anniversary delivery by ICN to the Company of a written notice pursuant to Section 3.4 of the date hereofAffiliation and Distribution Agreement between the Company and ICN dated as of ________, 2002, that ICN no longer intends to proceed with or complete the Distribution (the "Registration Rights Trigger Date"), the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of their Registrable Securities which represents 20% or greater of on six (6) separate occasions in the then outstanding Registrable Securitiesaggregate, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereofthereof (including, but not limited to, an underwritten offering). All such requests by any Holder pursuant to this Section 2.1(a)(i2.1(a) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all other Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Ribapharm Inc)

Demand Registrations. (a) (i) Subject to Section Sections 2.1(b) and 2.3 below, at any time and from time to time after the first anniversary closing of an IPO, each of the date hereof, the Holders Permira Parties shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of their respective Registrable Securities which represents 20% or greater of the then outstanding Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders Holder(s) and the intended method of distribution thereof. All such requests by any Holder the Permira Parties pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Permira Party making such demand for registration being referred to as the "Initiating Holders"Holder”). As promptly as practicable, but no later than ten business days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Memec Inc)

Demand Registrations. (a) (i) Subject to Section Sections 2.1(b) and 2.3 below, (x) at any time and from time to time after the first anniversary earlier of (A) the closing of an IPO and (B) the expiration of four years from the date hereof, any GSCP Party shall have, and (y) at any time and from time to time after the Holders closing of an IPO, any Existing Stockholder which is then the owner of Registrable Securities shall have have, the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of Registrable Securities which represents 20% or greater of the then outstanding their respective Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders Holder(s) and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder(s) making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Transaction Information Systems Inc)

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Demand Registrations. (a) (i) Subject to Section Sections 2.1(b) and 2.3 below, at any time and from time to time after the first anniversary of the date hereof, the Holders Demutualization Date each Holder shall have the right to require the Holding Company to file a registration statement under the Securities Act covering such aggregate number all or any part of Registrable Securities which represents 20% or greater of the then outstanding their respective Registrable Securities, by delivering a written request therefor to the Holding Company specifying the number of Registrable Securities to be included in such registration by such Holders Holder and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder(s) making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Holding Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable SecuritiesSecurities and Convertible Preferred Stock.

Appears in 1 contract

Samples: Registration Rights Agreement (Mony Group Inc)

Demand Registrations. (a) (i) Subject to Section 2.1(b) belowthe terms and conditions of this Agreement, at any time and from time to time after the first anniversary closing of an IPO and the delivery by ICN to the Company of a written notice pursuant to Section 3.4 of the date hereofAffiliation and Distribution Agreement between the Company and ICN dated as of ________, 2002, that ICN no longer intends to proceed with or complete the Distribution (the "Registration Rights Trigger Date"), the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of their Registrable Securities which represents 20% or greater of on six (6) separate occasions in the then outstanding Registrable Securitiesaggregate, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereofthereof (including, but not limited to, an underwritten offering). All such requests by any Holder pursuant to this Section 2.1(a)(i2.1(a) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all other Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Ribapharm Inc)

Demand Registrations. (a) (i) Subject to Section 2.1(b) below, at any time after the first anniversary of the date hereofinitial Equity Offering, a Holder or the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number of Registrable Securities which represents 20% or greater of the then outstanding Registrable Securities, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders making such demand for registration being referred to as the "Initiating Holders"). As promptly as practicable, but no later than ten days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (First Solar, Inc.)

Demand Registrations. (a) (i) Subject to Section 2.1(b) belowthe terms and conditions of this Agreement, at any time and from time to time after the first third anniversary of the date hereof, the Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number all or any part of their Registrable Securities which represents 20% or greater of on six separate occasions in the then outstanding Registrable Securitiesaggregate, by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereofthereof (including, but not limited to, an underwritten offering). All such requests by any Holder pursuant to this Section 2.1(a)(i2.1(a) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders Holder making such demand for registration being referred to as the "Initiating HoldersHolder"). As promptly as practicable, but no later than ten 10 days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all other Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Celldex Therapeutics Inc)

Demand Registrations. (a) (i) Subject to Section 2.1(bSections 5.1(b) and 5.2 below, at any time after the first anniversary of the date hereoftime, the Holders shall have the right at any time following the three month anniversary of the Closing Date and prior to January 1, 2011 to require the Company to file a registration statement under the Securities Act covering such an aggregate number of Registrable Securities which represents 20of not less than 10% or greater of the then outstanding Registrable Securitiestotal position of Holders at closing (or, if less, all remaining securities so held) (as such number may be adjusted for any stock dividend, stock split or combination of shares or in connection with a reclassification, recapitalization, merger, consolidation or other reorganization), by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereofof such Registrable Securities. All such requests by any Holder pursuant to this Section 2.1(a)(i5.1(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, the Holders making such demand for registration being referred to as the "Initiating Holders"). As promptly as practicable, but no later than ten five days after receipt of a Demand Registration Request, the Company shall give written notice (the "Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Investment Agreement (NTL Inc)

Demand Registrations. (a) (i) Subject to Section 2.1(b) below4.2.2(c), at any time after the first anniversary of the date hereofor from time to time, the one or more Holders shall have the right to require the Company to file a registration statement under the Securities Act covering such aggregate number of Registrable Securities which represents 20% or greater that have an aggregate anticipated offering price of at least $10,000,000 (based on the market price of the then outstanding Registrable SecuritiesCommon Stock as of the date of the Demand Registration Request), by delivering a written request therefor to the Company specifying the number of Registrable Securities to be included in such registration by such Holders and the intended method of distribution thereof. All such requests by any Holder pursuant to this Section 2.1(a)(i4.2.2(a)(i) are referred to herein as "Demand Registration Requests," and the registrations so requested are referred to herein as "Demand Registrations" (with respect to any Demand Registration, ” and the Holders making such demand for registration being are referred to as the "Initiating Holders"). .” As promptly as practicable, but no later than ten 10 days after receipt of a Demand Registration Request, the Company shall give written notice (the "a “Demand Exercise Notice") of such Demand Registration Request to all Holders of record of Registrable Securities.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ameristar Casinos Inc)

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