Common use of Notice to Other Holders Clause in Contracts

Notice to Other Holders. Promptly upon receipt of any request pursuant to Section 2.1 (but in no event more than 5 Business Days thereafter) which will or is expected to involve a roadshow and other than in connection with a Bought Deal, the Corporation will give written notice (the “Demand Notice”) of such registration request to each Holder of Registrable Securities (which Demand Notice shall specify the intended method of disposition of such Registrable Securities), and the Corporation will, subject to Section 4.3, include in such registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 5 Business Days after the Demand Notice has been given to the applicable Parties. Subject to Section 4.3, the Corporation and other Holders may include Shares in such registration, and such other Holders shall be given notice of the registration as set forth above. In the event that a Demand Registration is made in connection with a Bought Deal, or another Public Offering which is not expected to include a road show, the notice periods set forth in this Section 2.3 shall not be applicable and the Initiating Holder shall give the other Holders (each a “Receiving Holder”) such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals (or such other Public Offerings) are currently carried out in common market practice of its rights to participate thereunder and the Receiving Holders shall have only such time as is practicable under the circumstances to notify the Corporation and the Initiating Holder that they will participate in the Bought Deal or such other Public Offering, failing which, such Initiating Holder shall be free to pursue the Bought Deal or such other Public Offering without the participation of the Receiving Holders; provided, that Baring, in its capacity as a Receiving Holder, shall in all cases receive written notice not less than 3 Business Days prior to the Initiating Holder pursuing such Bought Deal or other Public Offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (TELUS International (Cda) Inc.), Registration Rights Agreement (TELUS International (Cda) Inc.)

AutoNDA by SimpleDocs

Notice to Other Holders. Section 2.3 of the Registration Rights Agreement is hereby amended and restated as follows: Promptly upon receipt of any request pursuant to Section 2.1 (but in no event more than 5 two (2) Business Days thereafter) which will or is expected to involve a roadshow and other than in connection with a Bought Deal, the Corporation will give written notice (the “Demand Notice”) of such registration request to each Holder of Registrable Securities (which Demand Notice shall specify the intended method of disposition of such Registrable Securities), and the Corporation will, subject to Section 4.3, include in such registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 5 Business Days seven (7) days after the Demand Notice has been given to the applicable Parties. Subject to Section 4.3, the Corporation and other Holders may include Shares in such registration, and such other Holders shall be given notice of the registration as set forth above. In the event that a Demand Registration is made in connection with a Bought Deal, or another Public Offering which is not expected to include a road show, the notice periods set forth in this Section 2.3 shall not be applicable and the Initiating Holder shall give (i) the Corporation such notice of such registration as is reasonable to allow the Corporation and its advisors to prepare for such registration, and (ii) such notice to the other Holders (each a “Receiving Holder”) such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals (or such other Public Offerings) are currently carried out in common market practice of its rights to participate thereunder and the Receiving Holders shall have only such time as is reasonably practicable under the circumstances to notify the Corporation and the Initiating Holder that they will participate in the Bought Deal or such other Public Offering, failing which, such Initiating Holder shall be free to pursue the Bought Deal or such other Public Offering without the participation of the Receiving Holders; provided, that BaringBPEA, in its capacity as a Receiving Holder, shall in all cases receive written notice not less than 3 three (3) Business Days prior to the Initiating Holder pursuing such Bought Deal or other Public Offering; and provided, further, that any Receiving Holder shall have until at least one (1) Business Day prior to the day the Bought Deal or such other Public Offering is to commence to elect whether or not to participate.

Appears in 2 contracts

Samples: Registration Rights Agreement (TELUS International (Cda) Inc.), Limited Liability Company Agreement (TELUS International (Cda) Inc.)

Notice to Other Holders. Section 2.3 of the Registration Rights Agreement is hereby amended and restated as follows: Promptly upon receipt of any request pursuant to Section 2.1 (but in no event more than 5 two (2) Business Days thereafter) which will or is expected to involve a roadshow and other than in connection with a Bought Deal, the Corporation will give written notice (the “Demand Notice”) of such registration request to each Holder of Registrable Securities other than BPEA (which Demand Notice shall specify the intended method of disposition of such Registrable Securities), and the Corporation will, subject to Section 4.3, include in such registration all Registrable Securities (other than Registrable Securities of BPEA) with respect to which the Corporation has received written requests for inclusion therein within 5 Business Days seven (7) days after the Demand Notice has been given to the applicable Parties. Subject to Section 4.3, the Corporation and other Holders (except BPEA) may include Shares in such registration, and such other Holders shall be given notice of the registration as set forth above. In the event that a Demand Registration is made in connection with a Bought Deal, or another Public Offering which is not expected to include a road show, the notice periods set forth in this Section 2.3 shall not be applicable and the Initiating Holder shall give (i) the Corporation such notice of such registration as is reasonable to allow the Corporation and its advisors to prepare for such registration, and (ii) such notice to the other Holders Holders, except BPEA (each a “Receiving Holder”) such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals (or such other Public Offerings) are currently carried out in common market practice of its rights to participate thereunder and the Receiving Holders shall have only such time as is reasonably practicable under the circumstances to notify the Corporation and the Initiating Holder that they will participate in the Bought Deal or such other Public Offering, failing which, such Initiating Holder shall be free to pursue the Bought Deal or such other Public Offering without the participation of the Receiving Holders; provided, that Baring, in its capacity as a any Receiving Holder, Holder shall in all cases receive written notice not less than 3 have until at least one (1) Business Days Day prior to the Initiating Holder pursuing such day the Bought Deal or such other Public Offering.Offering is to commence to elect whether or not to participate. For the avoidance of doubt, BPEA shall not receive any notices pursuant to this section 2.3 and shall have no rights to participate in any Demand initiated by another Holder. (3)

Appears in 1 contract

Samples: The Registration Rights Agreement (TELUS International (Cda) Inc.)

AutoNDA by SimpleDocs

Notice to Other Holders. Promptly upon SELECTION OF UNDERWRITER AND HOLDER'S COUNSEL. Within five (5) days after receipt of any a request pursuant to Section 2.1 (but in no event more than 5 Business Days thereafter) which will or is expected to involve for a roadshow and other than in connection with a Bought DealDemand Registration, the Corporation Boise Holdings will give prompt written notice (the “in any event within five (5) days after its receipt of notice of any exercise of Demand Notice”Registration rights under this Agreement) of such registration request to each Holder all other holders of Registrable Securities (which Demand Notice shall specify the intended method of disposition of such Registrable Securities), and the Corporation will, subject to Section 4.32(d) below, will include in within such registration all Registrable Securities with respect to which the Corporation Boise Holdings has received written requests for inclusion therein within 5 Business Days fifteen (15) days after receipt of Boise Holdings' notice. The holders of a majority of the Demand Notice has been given BCC Registrable Securities or FPH Registrable Securities, as applicable, submitting the initial request (i.e. excluding the holders submitting requests after Boise Holdings' notice) shall have the right to select the investment bankers and managers for the offering, subject in the case of holders of BCC Registrable Securities submitting the original request, to the applicable Partiesapproval of the holders of FPH Registrable Securities, if any, participating in such registration pursuant to this Agreement, which approval shall not be unreasonably withheld. Subject Counsel for all holders of Registrable Securities in connection with such registration shall be selected: (i) by the holders of a majority of the BCC Registrable Securities, if holders of the BCC Registrable Securities make the initial registration request; or (ii) by the holders of a majority of the FPH Registrable Securities, if the holders of the FPH Registrable Securities make the initial registration request; provided, however, if the holders of a majority of the FPH Registrable Securities, on the one hand, and a majority of the BCC Registrable Securities, on the other hand, reasonably conclude, after consultation with the other, that such representation is likely to Section 4.3, the Corporation and other Holders may include Shares result in a conflict of interest or materially adversely affect either group's rights in connection with such registration, and such other Holders shall be given notice then the holders of a majority of the registration FPH Registrable Securities and the holders of a majority of the BCC Registrable Securities, respectively, shall each be entitled to select a separate firm to represent them as set forth above. In the event that a Demand Registration is made counsel in connection with a Bought Deal, such registration. The fees and expenses of such firm or another Public Offering which is not expected to include a road show, firms acting as counsel for the notice periods set forth in this Section 2.3 shall not be applicable and holders of the Initiating Holder shall give the other Holders (each a “Receiving Holder”) such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals (or such other Public Offerings) are currently carried out in common market practice of its rights to participate thereunder and the Receiving Holders shall have only such time as is practicable under the circumstances to notify the Corporation and the Initiating Holder that they will participate in the Bought Deal or such other Public Offering, failing which, such Initiating Holder Registrable Securities shall be free to pursue the Bought Deal or such other Public Offering without the participation of the Receiving Holders; provided, that Baring, in its capacity as a Receiving Holder, shall in all cases receive written notice not less than 3 Business Days prior to the Initiating Holder pursuing such Bought Deal or other Public Offeringpaid by Boise Holdings.

Appears in 1 contract

Samples: Registration Rights Agreement (Boise Cascade Holdings, L.L.C.)

Time is Money Join Law Insider Premium to draft better contracts faster.