Common use of Effective Demand Registration Clause in Contracts

Effective Demand Registration. The Company shall use all commercially reasonable efforts to cause any such Demand Registration to be filed not later than thirty (30) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filing. A registration shall not constitute a Demand Registration unless it has become effective and remains continuously effective until the earlier of the date (i) on which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Critical Path Inc), Registration Rights Agreement (Critical Path Inc), Registration Rights Agreement (Critical Path Inc)

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Effective Demand Registration. The Subject to the postponement provisions in Section 3(a), the Company shall use all commercially its reasonable best efforts to cause any such Demand Registration to be filed become and remain effective not later than thirty ninety (3090) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registrationone hundred and eighty (180) days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders Holder(s) and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolder(s).

Appears in 4 contracts

Samples: Registration Rights Agreement (Apax Europe VI-1 LP), Registration Rights Agreement (Spark Networks Inc), Registration Rights Agreement (SouFun Holdings LTD)

Effective Demand Registration. The Company shall use all commercially reasonable ----------------------------- commercial efforts to cause any such Demand Registration to be filed become and remain effective not later than thirty ninety (3090) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registrationninety (90) days; provided, however, however that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission SEC or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolders.

Appears in 2 contracts

Samples: Registration Rights Agreement (Prime Response Inc/De), Registration Rights Agreement (Prime Response Group Inc/De)

Effective Demand Registration. The Subject to the provisions of Section 3(b), the Company shall use all commercially reasonable its best efforts to cause any such Demand Registration to be filed not later than thirty become and remain effective within ninety (3090) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission SEC or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolders.

Appears in 2 contracts

Samples: Investor Rights Agreement (Tickets Com Inc), Investor Rights Agreement (Tickets Com Inc)

Effective Demand Registration. The Company shall use all commercially reasonable efforts to cause any such Demand Registration to be filed not later than thirty (30) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filing. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Critical Path Inc), Registration Rights Agreement (Vectis Cp Holdings LLC)

Effective Demand Registration. The Subject to the last four sentences of Section 3.2, the Company shall use all its commercially reasonable efforts to cause any such Demand Registration to be filed not later than thirty (30) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as reasonably practicable thereafter but, in any event, not later than ninety (90) days (or, if after it receives valid written notice requesting the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filingDemand Registration from the Initiating Holders. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pearl Frank H), Registration Rights Agreement (CSQ Holding CO)

Effective Demand Registration. The Company shall use all commercially its reasonable best efforts to cause any such Demand Registration to be filed not later than thirty (30) days become effective as promptly as practicable after it receives a request under Section 3(a) hereof ), and in each case to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filingthereafter. A registration shall not constitute a Demand Long-Form Registration unless until it has become effective and remains continuously effective until for the earlier lesser of (A) the date (i) on period during which all Registrable Securities registered in the Demand Long-Form Registration are sold and (iiB) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration180 days; provided, however, that a registration shall not constitute a Demand Long-Form Registration if (x) after such Demand Long-Form Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency agency, court or court other Person for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Long-Form Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolders.

Appears in 2 contracts

Samples: Investment Agreement (Pulse Electronics Corp), Registration Rights Agreement (OCM PE Holdings, Inc.)

Effective Demand Registration. The Company shall use all commercially reasonable best efforts ----------------------------- to cause any such Demand Registration to be filed become and remain effective not later than thirty one hundred twenty (30120) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registrationninety (90) days; provided, however, that a -------- ------- registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission SEC or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolders.

Appears in 1 contract

Samples: Registration Rights Agreement (Synapse Group Inc)

Effective Demand Registration. The Company shall use all commercially its reasonable ----------------------------- best efforts to cause any such Demand Registration to be filed not later than thirty (30) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) daysdays after the expiration of the ten (10) after such filingday period referred to in clause (ii) in Section 3.2 hereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand -------- ------- Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Cardiac Science Inc)

Effective Demand Registration. The Company shall ----------------------------- use all commercially its reasonable best efforts to cause any such Demand Registration to be filed become and remain effective not later than thirty ninety (3090) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, -------- however, that a registration shall not constitute a Demand Registration if (x) ------- after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Sra International Inc)

Effective Demand Registration. The Company shall use all commercially reasonable its best efforts to cause any such Demand Registration to be filed not later than thirty within sixty (3060) days after it receives a request for a Demand Registration under Section 3(a) 3.1 hereof and to become and remain cause the registration statement covering such Demand Registration to be effective as soon as practicable thereafter but, in any event, not later than ninety within six (906) days (or, if the Company is eligible to effect months after it receives such registration on Form S-3, sixty (60) days) after such filingrequest. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolders.

Appears in 1 contract

Samples: Shareholders Agreement (Qihoo 360 Technology Co LTD)

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Effective Demand Registration. The Company shall use all commercially reasonable its ----------------------------- best efforts to cause any such Demand Registration to be filed become and remain effective not later than thirty sixty (3060) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration90 days; provided, however, that a -------- ------- registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Outboard Marine Corp)

Effective Demand Registration. The Company shall use all commercially its reasonable best efforts to cause any such Demand Registration to be filed not later than thirty (30) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) daysdays after the expiration of the ten (10) after such filingday period referred to in clause (ii) in Section 3.2 hereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Cardiac Science Inc)

Effective Demand Registration. The Subject to Section 3.1, the Company shall use all commercially its reasonable best efforts to cause any such Demand Registration to be filed become effective not later than thirty (30) 60 days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filing3.1. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier shorter of the date (i) on 60 days and (ii) the period during which all Registrable Securities registered regis- tered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registrationsold; provided, however, that a registration shall not constitute a Demand Registration if (xv) the Company has breached any of its material obligations under this Agreement in any material respect, (w) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or eliminated, (yx) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, waived for any reason other than by reason of a failure breach by the Initiating HolderHolder or any other Designated Holder or (y) the Company exercises its rights of postponement, termination or withdrawal under Section 3.1 or (z) as provided in the last sentence of Section 3.5.

Appears in 1 contract

Samples: Registration Rights Agreement (Collins & Aikman Corp)

Effective Demand Registration. (a) The Company shall use all commercially its reasonable best efforts to cause any such Demand Registration to be filed not later become and remain effective as soon as reasonably practicable, and in no event more than thirty ninety (3090) days days, after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filing3.1 hereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (MAP Pharmaceuticals, Inc.)

Effective Demand Registration. The Company shall use all commercially reasonable its best efforts to cause a Registration Statement in respect of any such Demand Registration to be filed become effective not later than thirty sixty (3060) days after it the Company receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filing3.1. A registration shall not constitute a Demand Registration unless it satisfying the Company’s obligations hereunder until the relevant Registration Statement has become effective and remains remained continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registration120 days; provided, however, that a registration shall not constitute a Demand Registration satisfying the Company’s obligations hereunder if (x) after such Demand the relevant Registration Statement has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (China Sunergy Co., Ltd.)

Effective Demand Registration. The Company shall use all commercially reasonable best ----------------------------- efforts to cause any such Demand Registration to be filed become and remain effective not later than thirty one hundred twenty (30120) days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filinghereof. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier lesser of the date (i) on the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registrationninety (90) days; provided, however, that -------- ------- a registration shall not constitute a Demand Registration if (x) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission SEC or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or (y) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, other than by reason of a failure by the Initiating HolderHolders.

Appears in 1 contract

Samples: Registration Rights Agreement (Synapse Group Inc)

Effective Demand Registration. The Subject to Section 3.1, the Company shall use all commercially its reasonable best efforts to cause any such Demand Registration to be filed become effective not later than thirty (30) 60 days after it receives a request under Section 3(a) hereof and to become and remain effective as soon as practicable thereafter but, in any event, not later than ninety (90) days (or, if the Company is eligible to effect such registration on Form S-3, sixty (60) days) after such filing3.1. A registration shall not constitute a Demand Registration unless until it has become effective and remains continuously effective until for the earlier shorter of the date (i) on 60 days and (ii) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) that is the second anniversary of the effectiveness of the Registration Statement relating to such Demand Registrationsold; provided, however, that a registration shall not constitute a Demand Registration if (xv) the Company has breached any of its material obligations under this Agreement in any material respect, (w) after such Demand Registration has become effective, such registration or the related offer, sale or distribution of Registrable Securities thereunder is interfered with by any stop order, injunction or other order or requirement of the Commission or other governmental agency or court for any reason not attributable to the Initiating Holders and such interference is not thereafter eliminated or eliminated, (yx) the conditions specified in the underwriting agreement, if any, entered into in connection with such Demand Registration are not satisfied or waived, waived for any reason other than by reason of a failure breach by the Initiating HolderHolder or any other Designated Holder or (y) the Company exercises its rights of postponement, termination or withdrawal under Section 3.1 or (z) as provided in the last sentence of Section 3.5.

Appears in 1 contract

Samples: Registration Rights Agreement (Textron Inc)

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