Common use of Effective Demand Registration Clause in Contracts

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 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 or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand Registration.

Appears in 4 contracts

Samples: Registration Rights Agreement (General Atlantic Partners LLC), Registration Rights Agreement (Proxymed Inc /Ft Lauderdale/), Registration Rights Agreement (Proxymed Inc /Ft Lauderdale/)

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Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) 3.1 hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser shorter of (i) 90 days and (ii) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 dayssold; 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 or (z) less than 75% the Company exercises its rights of the Registrable Securities requested to be included in any such Demand Registration are not so included postponement, termination or are not sold pursuant to such Demand Registrationwithdrawal under Section 3.1.

Appears in 4 contracts

Samples: Stockholders Agreement (Cypress Capital Advisors LLC), Registration Rights Agreement (Cypress Capital Advisors LLC), Share Purchase Agreement (Collins & Aikman Corp)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective as soon as practicable, but in any event not later than sixty (60) 120 days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 days; PROVIDEDprovided, HOWEVERhowever, 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 eliminated, (y) the conditions to closing 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 Holders or (z) less than 75% of if the Registrable Securities requested to be included in any request for such Demand Registration are not so included or are not sold pursuant to is withdrawn by the Initiating Holder and such Demand RegistrationInitiating Holder reimburses the Company for any expenses incurred in relation thereto.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bindview Development Corp), 4 Registration Rights Agreement (Bindview Development Corp)

Effective Demand Registration. The Company shall use its commercially reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 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 or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (General Atlantic Partners LLC)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty ninety (6090) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and or (ii) 120 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 Holder or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolders.

Appears in 1 contract

Samples: Registration Rights Agreement (Exe Technologies Inc)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 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 or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (General Atlantic Partners LLC)

Effective Demand Registration. The Company shall use its reasonable best efforts to expeditiously cause any such Demand Registration to become and remain effective as soon as practicable, but in any event not later than sixty (60) 120 days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and or (ii) 120 days; PROVIDEDprovided, 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 eliminated, (y) the conditions to closing 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 Holders or (z) less than 75% of if the Registrable Securities requested to be included in any request for such Demand Registration are not so included or are not sold pursuant to is withdrawn by the Initiating Holder and such Demand RegistrationInitiating Holder reimburses the Company for any expenses incurred in relation thereto.

Appears in 1 contract

Samples: Registration Rights Agreement (Firepond Inc)

Effective Demand Registration. The Subject to the postponement provisions in Section 3(a), the Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty ninety (6090) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and sold, (ii) 120 daysninety (90) days and (iii) the date on which all of the Registrable Securities registered under the Registration Statement are eligible for sale pursuant to Rule 144(k) (or any successor provision); PROVIDEDprovided, HOWEVERhowever, 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 Holder or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder(s).

Appears in 1 contract

Samples: Registration Rights Agreement (WuXi PharmaTech (Cayman) Inc.)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 one hundred eighty (180) days; PROVIDEDprovided, HOWEVERhowever, 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 holders requesting the Demand Registration or the holders of Registrable Securities requesting to be included in such registration and such interference is not thereafter eliminated within five (5) business days, 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 on the Initiating Holder part of the holders requesting the Demand Registration, or (z) the number of Registrable Securities sold by the holders in such Demand Registration is less than 75% fifty percent (50%) of the number of Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand Registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Motient Corp)

Effective Demand Registration. The Company shall use its commercially reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and or (ii) 120 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 or the Designated Holders participating in such Demand Registration 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 Holders or (z) less than 75% of the Registrable Securities requested to be included Designated Holders participating in any such Demand Registration are not so included or are not sold pursuant to such Demand Registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Anteon International Corp)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 days180 days (or 365 days in connection with a registration on Form S-3); PROVIDEDprovided, HOWEVERhowever, that a registration shall not constitute a Demand Registration if (xw) 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 Shareholders requesting the Demand Registration or the Shareholders requesting to be included in such registration and such interference is not thereafter eliminated within five (5) business days, or (yx) 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 of the Shareholders requesting the Demand Registration or the Shareholders requesting to be included in such registration, or (y) in connection with an underwritten offering, the number of Registrable Securities registered by the Initiating Holder or (z) Company in such Demand Registration is less than 75% fifty percent (50%) of the number of Registrable Securities requested to be included in any such Demand Registration, or (z) in connection with a registration on Form S-3, the number of Registrable Securities registered by the Company in such Demand Registration are not so is less than one hundred percent (100%) of the number of Registrable Securities requested to be included or are not sold pursuant to in such Demand Registration.

Appears in 1 contract

Samples: Registration Rights Agreement (New Frontiers Capital, LLC)

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Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective as soon as practicable, but in any event not later than sixty (60) 120 days after it receives a request under Section 3(a5(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 days; PROVIDEDprovided, HOWEVERhowever, 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 hereunder 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 undersigned and such interference is not thereafter eliminated or eliminated, (y) the conditions to closing 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 undersigned or (z) less than 75% of if the Registrable Securities requested to be included in any request for such Demand Registration are not so included or are not sold pursuant to such Demand Registrationis withdrawn by the undersigned and the undersigned reimburses the Company for any expenses incurred in relation thereto.

Appears in 1 contract

Samples: Subscription Agreement (PHC Inc /Ma/)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 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 or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Eos International Inc)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty seventy-five (6075) days after it receives a request under Section 3(a) 4.1 hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 180 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 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 or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Pearl Frank H)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty ninety (6090) days after it receives a request under Section 3(a) hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 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 Holder or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolders.

Appears in 1 contract

Samples: Registration Rights Agreement (Exe Technologies Inc)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty seventy-five (6075) days after it receives a request under Section 3(a) 4.1 hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and 7 (ii) 120 180 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 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 or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Caisse De Depot Et Placement Du Quebec)

Effective Demand Registration. The Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty ninety (6090) days after it receives a request under Section 3(a) 3.1 hereof. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser of (i) the period during which all Registrable Securities registered in the Demand Registration are sold and sold, (ii) 120 daysninety (90) days and (iii) the date on which all of the Registrable Securities registered under the Registration Statement are eligible for sale pursuant to Rule 144 (or any successor provision); PROVIDEDprovided, HOWEVERhowever, 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 Holder or (z) less than 75% of the Registrable Securities requested to be included in any such Demand Registration are not so included or are not sold pursuant to such Demand RegistrationHolder(s).

Appears in 1 contract

Samples: Registration Rights Agreement (WSP Holdings LTD)

Effective Demand Registration. The Subject to Section 3.1, the Company shall use its reasonable best efforts to cause any such Demand Registration to become and remain effective not later than sixty (60) 60 days after it receives a request under Section 3(a) hereof3.1. A registration shall not constitute a Demand Registration until it has become effective and remains continuously effective for the lesser shorter of (i) 60 days and (ii) the period during which all Registrable Securities registered in the Demand Registration are sold and (ii) 120 dayssold; 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 waived by reason of a failure breach by the Initiating Holder Company or (z) less than 75% the Company exercises its rights of the Registrable Securities requested to be included in any such Demand Registration are not so included postponement, termination or are not sold pursuant to such Demand Registration.withdrawal under Section 3.1. 13 -9-

Appears in 1 contract

Samples: Registration Rights Agreement (McCallum Elkin)

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