Common use of Registration of the Option Shares Clause in Contracts

Registration of the Option Shares. (a) If, within two years of the exercise of the Stock Option, the Company requests Parent in writing to register under the Securities Act any of the Option Shares received by the Company hereunder, Parent will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent shall prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the Company's request) a registration statement under the Securities Act to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company in accordance with the plan of disposition specified by the Company in its request. Parent shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent may postpone the filing of a registration statement relating to a registration request by the Company under this Section 8 for a period of time (not in excess of 90 days) if in Parent's reasonable, good faith judgment such filing would require the disclosure of material information that Parent has a bona fide business purpose for preserving as confidential (but in no event shall Parent exercise such postponement right more than once in any twelve month period).

Appears in 2 contracts

Samples: Stock Option Agreement (Honeywell Inc), 3 Stock Option Agreement (Alliedsignal Inc)

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Registration of the Option Shares. (a) If, within two years of the exercise of the Stock Option, Parent requests the Company requests Parent in writing to register under the Securities Act any of the Option Shares received by Parent hereunder, the Company hereunder, Parent will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company Parent of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent the Company shall prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the CompanyParent's request) a registration statement under the Securities Act to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company Parent in accordance with the plan of disposition specified by the Company Parent in its request. Parent The Company shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent the Company may postpone the filing of a registration statement relating to a registration request by the Company Parent under this Section 8 9 for a period of time (not in excess of 90 days) if in Parentthe Company's reasonable, good faith judgment (i) such filing would require the disclosure of material information that Parent the Company has a bona fide business purpose for preserving as confidential or (ii) the sale of Option Shares by Parent would materially interfere with any pending or anticipated acquisition, financing or transaction involving the Company or its Subsidiaries (but in no event shall Parent the Company exercise such postponement right more than once in any twelve twelve-month period).

Appears in 2 contracts

Samples: Stock Option Agreement (Texaco Inc), Stock Option Agreement (Chevron Corp)

Registration of the Option Shares. (a) If, within two years of the exercise of the Stock Option, the Company requests Parent in writing to register under the Securities Act any of the Option Shares received by the Company hereunder, Parent will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent shall prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the Company's request) a registration statement under the Securities Act to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company in accordance with the plan of disposition specified by the Company in its request. Parent shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent may postpone the filing of a registration statement relating to a registration request by the Company under this Section 8 9 for a period of time (not in excess of 90 days) if in Parent's reasonable, good faith judgment (i) such filing would require the disclosure of material information that Parent has a bona fide business purpose for preserving as confidential or (ii) the sale of Option Shares by the Company would materially interfere with any pending or anticipated acquisition, financing or transaction involving Parent or its Subsidiaries (but in no event shall Parent exercise such postponement right more than once in any twelve twelve-month period).

Appears in 2 contracts

Samples: Stock Option Agreement (Texaco Inc), Stock Option Agreement (Chevron Corp)

Registration of the Option Shares. (a) If, within two years of the exercise of the Stock Option, Parent requests the Company requests Parent in writing to register under the Securities Act any of the Option Shares received by Parent hereunder, the Company hereunder, Parent will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company Parent of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent the Company shall prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the CompanyParent's request) a registration statement under the Securities Act to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company Parent in accordance with the plan of disposition specified by the Company Parent in its request. Parent The Company shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent the Company may postpone the filing of a registration statement relating to a registration request by the Company Parent under this Section 8 for a period of time (not in excess of 90 days) if in Parentthe Company's reasonable, good faith judgment such filing would require the disclosure of material information that Parent the Company has a bona fide business purpose for preserving as confidential (but in no event shall Parent the Company exercise such postponement right more than once in any twelve month period).

Appears in 2 contracts

Samples: Stock Option Agreement (Alliedsignal Inc), Stock Option Agreement (Honeywell Inc)

Registration of the Option Shares. (a) IfIf Parent requests the Company in writing, within two years of the exercise of the Stock Option, the Company requests Parent in writing to register under the Securities Act any of the Option Shares received purchased by Parent hereunder, the Company hereunder, Parent will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company Parent of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent shall the Company will prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the CompanyParent's request) a registration statement under the Securities Act to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company Parent in accordance with the plan of disposition specified by the Company Parent in its request. Parent The Company shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent the Company may postpone the filing of a registration statement relating to a registration request by the Company Parent under this Section 8 9 for a period of time (not in excess of 90 days) if in Parentthe Company's reasonable, good faith judgment such filing would require the disclosure of material information that Parent the Company has a bona fide business purpose for preserving as confidential (but in no event shall Parent the Company exercise such postponement right more than once in any twelve twelve-month period).

Appears in 2 contracts

Samples: Stock Option Agreement (Pepsico Inc), Stock Option Agreement (Quaker Oats Co)

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Registration of the Option Shares. (a) If, within two years of the exercise of the Stock Option, the Company Grantee requests Parent Issuer in writing to register under the Securities Act any of the Option Shares received by the Company Grantee hereunder, Parent Issuer will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company Grantee of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent Issuer shall prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the CompanyGrantee's request) a registration statement under the Securities Act (which complies with the requirements of applicable federal and state securities laws) to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company Grantee in accordance with the plan of disposition specified by the Company Grantee in its request. Parent Issuer shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent Issuer may postpone the filing of a registration statement relating to a registration request by the Company Grantee under this Section 8 for a period of time (not in excess of 90 days) if in ParentIssuer's reasonable, good faith judgment such filing would require the disclosure of material information that Parent Issuer has a bona fide business purpose for preserving as confidential (but in no event shall Parent Issuer exercise such postponement right more than once in any twelve month period).

Appears in 1 contract

Samples: Stock Option Agreement (Honeywell International Inc)

Registration of the Option Shares. (a) IfIf Exxon requests Mobil in writing, within two years of the exercise of the Stock Option, the Company requests Parent in writing to register under the Securities 1933 Act any of the Option Shares received purchased by the Company Exxon hereunder, Parent Mobil will use its reasonable best efforts to cause the offering of the Option Shares so specified in such request to be registered as soon as practicable so as to permit the sale or other distribution by the Company Exxon of the Option Shares specified in its request (and to keep such registration in effect for a period of at least 90 days), and in connection therewith Parent shall Mobil will prepare and file as promptly as reasonably possible (but in no event later than 60 days from receipt of the CompanyExxon's request) a registration statement under the Securities 1933 Act to effect such registration on an appropriate form, which would permit the sale of the Option Shares by the Company Exxon in accordance with the plan of disposition specified by the Company Exxon in its request. Parent Mobil shall not be obligated to make effective more than two registration statements pursuant to the foregoing sentence; provided, however, that Parent Mobil may postpone the filing of a registration statement relating to a registration request by the Company Exxon under this Section 8 9 for a period of time (not in excess of 90 days) if in ParentMobil's reasonable, good faith judgment such filing would require the disclosure of material information that Parent Mobil has a bona fide bonafide business purpose for preserving as confidential (but in no event shall Parent Mobil exercise such postponement right more than once in any twelve twelve-month period).

Appears in 1 contract

Samples: Stock Option Agreement (Exxon Corp)

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