Common use of Dribble Out Clause in Contracts

Dribble Out. From and after the time that an Investor's Shares are registered under an effective registration statement under this Article 3, such Investor shall not in any calendar quarter sell, transfer or assign through the facilities of any exchange or quotation system on which the Shares are then listed or quoted a number of Shares to another Person if the aggregate number of Shares so sold, transferred or assigned in such calendar quarter would exceed 5% of the Shares of the Company then outstanding. The foregoing provisions of this Section 3.3 shall not restrict a block (as defined pursuant to Rule 10b-18(a)(5) under the Exchange Act) sale of the Investor's Shares, the transfer of Shares to an Affiliate or any sale of Shares by the Investor pursuant to an underwritten offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (Goldman Sachs Group Inc/), Form of Registration Rights Agreement (Strategic Hotel Capital Inc)

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Dribble Out. From and after the time that an Investor's ’s Shares are registered under an effective registration statement under this Article 32, such Investor shall not in any calendar quarter sell, transfer or assign through the facilities of any exchange or quotation system on which the Shares are then listed or quoted a number of Shares to another Person if the aggregate number of Shares so sold, transferred or assigned in such calendar quarter would exceed 5% of the Shares of the Company then outstanding. The foregoing provisions of this Section 3.3 2.3 shall not restrict a block (as defined pursuant to Rule 10b-18(a)(5) under the Exchange Act) sale of the Investor's ’s Shares, the transfer of Shares to an Affiliate or any sale of Shares by the Investor pursuant to an underwritten offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Strategic Hotels & Resorts, Inc)

Dribble Out. From and after the time that an Investor's Shares are registered under an effective registration statement under this Article 32, such Investor shall not in any calendar quarter sell, transfer or assign through the facilities of any exchange or quotation system on which the Shares are then listed or quoted a number of Shares to another Person if the aggregate number of Shares so sold, transferred or assigned in such calendar quarter would exceed 5% of the Shares of the Company then outstanding. The foregoing provisions of this Section 3.3 2.3 shall not restrict a block (as defined pursuant to Rule 10b-18(a)(5) under the Exchange Act) sale of the Investor's Shares, the transfer of Shares to an Affiliate or any sale of Shares by the Investor pursuant to an underwritten offering.

Appears in 1 contract

Samples: Form of Registration Rights Agreement (Strategic Hotel Capital Inc)

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Dribble Out. From and after the time that an Investor's ’s Shares are registered under an effective registration statement under this Article 3, such Investor shall not in any calendar quarter sell, transfer or assign through the facilities of any exchange or quotation system on which the Shares are then listed or quoted a number of Shares to another Person if the aggregate number of Shares so sold, transferred or assigned in such calendar quarter would exceed 5% of the Shares of the Company then outstanding. The foregoing provisions of this Section 3.3 shall not restrict a block (as defined pursuant to Rule 10b-18(a)(5) under the Exchange Act) sale of the Investor's ’s Shares, the transfer of Shares to an Affiliate or any sale of Shares by the Investor pursuant to an underwritten offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Strategic Hotels & Resorts, Inc)

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