Exercise of Registration Rights. Notwithstanding anything to the contrary contained herein, the Holder agrees not to exercise any of its registration rights set forth in this Appendix C at any time that it is able to sell all of its Registrable Securities under Rule 144 of the Securities Act in a single transaction without exceeding the volume limitations or being subject to the notification requirements thereunder.
Exercise of Registration Rights. If any Party (a) exercises its registration rights under the Registration Rights Agreement or (b) desires to exercise any registration rights under the Amended Partnership Agreement, the non-exercising Party will cooperate in good faith with respect to any such registration demand, including, without limitation, providing Voting Support.
Exercise of Registration Rights. If an Event of Default under Section 9.1(g) (solely as a result of an event described in clause (a) of the definition of Incapacity), and no other Event of Default, has occurred and is continuing, the Banks will not instruct the Agent, as pledgee under the Pledge Agreement, to request the Company to make a Demand Registration or a Piggyback Registration unless the Agent has given Xx. Xxxxxx at least [***] Banking Days’ prior notice of the date on which it will make such request, provided that neither the Agent nor the Banks have any obligation to defer making such request until Xx. Xxxxxx has responded, nor shall their right to do so be affected by or otherwise be subject in any respect to any protest or other notice from Xx. Xxxxxx.
Exercise of Registration Rights. The rights to cause the Company to register Registrable Securities pursuant to this Section 8 may be exercised by a Limited Partner or by any transferee or assignee of such securities who, after such assignment or transfer, holds at least 500,000 shares of Registrable Securities (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other recapitalizations), provided, in the case of any such transferee or assignee, the Company is, within a reasonable time after such transfer, furnished with written notice of the name and address of such transferee or assignee and the securities with respect to which such registration rights are being assigned and such transferee or assignee agrees to comply with all obligations imposed on a Limited Partner under applicable provisions of this Section 8; and provided, further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by the transferee or assignee is restricted under the Securities Act. For the purposes of determining the number of shares of Registrable Securities held by a transferee or assignee, the holdings of transferees and assignees of a partnership who are partners or retired partners of such partnership (including spouses and ancestors, lineal descendants, and siblings of such partners or spouses who acquire Registrable Securities by gift, will, or intestate succession) shall be aggregated together and with the partnership; and provided that all assignees and transferees who would not qualify individually for an assignment of the registration rights as provided herein shall have a single attorney-in-fact for the purpose of exercising any rights, receiving notices, or taking any action under applicable provisions of this Section 8.
Exercise of Registration Rights. All rights granted to the Advancing Party hereunder shall be exercised by Morgxx Xxxnxxx Xxxet Management Inc. on behalf of the Advancing Party.
Exercise of Registration Rights. The Administrative Trustees shall cooperate to take all actions necessary to distribute Corporation Common Stock to Holders in accordance with Section 5.2(c) in connection with the exercise of any rights by each of (i) the Holders of a Majority of Class A Trust Interests with respect to Class A Assets and (ii) the Holders of a Majority of Class B Trust Interests with respect to Class B Assets under the Registration Rights Agreement
Exercise of Registration Rights. The rights to cause the Company to register Registrable Securities pursuant to Section 2(a) of this Appendix I may be exercised by any Holder or by any transferee or assignee of Registrable Securities, who, after the assignment or transfer, holds at least 50,000 shares of Registrable Securities (subject to appropriate adjustment for stock splits, stock dividends, combinations, and other recapitalizations), provided, in the case of any such transferee or assignee, the Company is, within a reasonable time after such transfer, furnished with written notice of the name and address of such transferee or assignee and the securities with respect to which such registration rights are being assigned and such transferee or assignee agrees to comply with all obligations imposed on a Holder under applicable provisions of this Appendix I; and PROVIDED, FURTHER, that the assignment shall be effective only if immediately following the transfer, the further disposition of the securities by the transferee or assignee is restricted under the Securities Act. For the purposes of determining the number of shares of Registrable Securities held by a transferee or assignee, the holdings of transferees and assignees of a partnership who are partners or retired partners of the partnership (including spouses and ancestors, lineal descendants, and siblings of such partners or spouses who acquire Registrable Securities by gift, will, or intestate succession) shall be aggregated together and with the partnership; provided that all assignees and transferees who would not qualify individually for assignment of registration rights must have a single attorney-in-fact for the purpose of exercising any rights, receiving notices, or taking any action under applicable provisions of this Appendix I. No Holder shall be entitled to exercise any rights provided for in Section 2 prior to one hundred eighty (180) days after the Closing Date under the Agreement and following the third anniversary of the date of the Agreement. In addition, no Holder shall have the right to register the offer or sale of any Registrable Securities or offer or sell any Registrable Securities pursuant to a Company registration contemplated by Section 4, if such Holder may sell such Registrable Securities without registration under Rule 144 (or any successor rule) of the SEC, unless the purpose of such registration is to enable such Holder to sell, in a single transaction, or in any event within thirty (30) days of the eff...
Exercise of Registration Rights. The Seller may not exercise the rights granted hereunder with respect to any of the Registrable Securities for a period of two years from the date of issuance of such Registrable Securities.
Exercise of Registration Rights. UWG shall have the right to ------------------------------- request that all or any part of its Shares (including the shares of Common Stock into which the Shares may be converted) be included in such Registration by giving written notice to the Company within thirty (30) days after the receipt of the notice from the Company provided for in Section 4.1; provided, however, that if the Registration is underwritten and the managing underwriter(s) determine in good faith that the aggregate amount of Capital Stock which the registrant and UWG propose to include in the Registration Statement exceeds the maximum amount of Capital Stock that should be included therein, the registrant will include in such Registration, first, all of the Capital Stock which the registrant proposes to sell and, second, so much of the Capital Stock which UWG requested to be so included in such Registration as may be permitted by the managing underwriter(s).
Exercise of Registration Rights. (a) Prior to the Distribution, the Investors agree to approve, and shall use their reasonable best efforts to cause their designated Managers to approve, the exercise by the Contributor of any demand registration under the Registration Rights Agreement in connection with the Initial Offering as requested by the Requisite Investor Majority. Except as set forth in Section 2.4(b), if the Distribution occurs prior to the Initial Offering, then from the Distribution until immediately following the Initial Offering, each Investor agrees not to exercise its rights to make a Demand Registration Request or Shelf Takedown Request (each as defined in the Registration Rights Agreement) without the consent of the Requisite Investor Majority.
