Common use of Registration on Demand Clause in Contracts

Registration on Demand. (a) During the two-year period commencing on the date that a Warrant is first exercised by any Warrantholder, upon prior written notice (a "Demand Notice") to the Company from holders representing at least a majority of the then outstanding Registrable Securities (as defined in subparagraph (c) below), determined as if the Warrants had been fully exercised, to the effect that the holders of Registrable Securities desire to register any of their Registrable Securities under the Securities Act, the Company shall within 10 business days after receiving any Demand Notice give notice (the "Company's Notice") to the other holders of Registrable Securities stating the identity of the holders requesting registration and the number of Registrable Securities proposed to be sold thereby, and take appropriate action as promptly as practicable after its receipt of the Demand Notice to file with the Securities and Exchange Commission (the "Commission") a registration statement on the appropriate form covering all Registrable Securities specified in the Demand Notice and by such other holders (by notice given to the Company within 15 days after their receipt of the Company's Notice), (ii) use commercially reasonable efforts to cause such registration statement to become effective under the Securities Act and (iii) use commercially reasonable efforts to qualify the Registrable Securities subject to the Demand Notice for sale in such states as reasonably requested by the holders of a majority of Registrable Securities to be included in such registration, if necessary; provided such effort shall not require the Company to qualify as a foreign corporation or subject itself to taxation in any jurisdiction where it is not already so qualified or subject. The Company shall be obligated to effect only one registration pursuant to this Section 15.1.

Appears in 3 contracts

Samples: Warrant Agreement (Bolle Inc), Warrant Agreement (Bolle Inc), Warrant Agreement (Bec Group Inc)

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Registration on Demand. (a) During the two-year period commencing on the date that a Warrant is first exercised by any Warrantholder, upon prior Upon written notice (a "Demand Notice") to the Company from holders representing of at least a majority twenty percent (20%) of the then outstanding Registrable Securities (as defined in subparagraph (c) below)Securities, determined as if the Warrants Exchange Right had been fully exercised, to the effect that the holders of Registrable Securities their desire to register any cause a registration of their the Registrable Securities under the Securities ActSecurities, the Company shall within 10 business days after receiving any Demand Notice give notice (the "Company's Notice"i) to inform the other holders of Registrable Securities stating (at least 30 days prior to the proposed filing of any registration statement), such notice to state the identity of the holders requesting registration and the number of Registrable Securities proposed to be sold thereby, and take appropriate action as promptly as practicable after its receipt of the Demand Notice action, on a reasonably timely basis, to file with the Securities and Exchange Commission (the "Commission") SEC a registration statement on the appropriate form covering all Registrable Securities specified in the Demand Notice such demand and by such other holders (by notice given to the Company within 15 days after their receipt the date the Company notified them of the Company's Noticesuch demand), (ii) use commercially reasonable best efforts to cause such registration statement to become effective under the Securities Act and (iii) use commercially reasonable best efforts to qualify the Registrable Securities subject to the Demand Notice for sale in such states as resale under those state securities laws reasonably requested by the holders of a majority of Registrable Securities to be included in such registration; provided, if necessary; provided however, that such effort shall not require the Company to qualify as a foreign corporation or subject itself to taxation in any jurisdiction where it is not already so qualified or subject. The Company shall be obligated to effect only one four (4) registrations pursuant to this Section 5.1. The Company shall be obligated to effect any registration pursuant to this Section 15.15.1 as promptly as practicable upon receipt from the requisite number of holders of Registrable Securities of the notice requesting such registration; provided, however, that the Company shall have the right to delay any registration pursuant to this Section 5.1 for one period of up to thirty (30) days if the Board of Directors of the Company shall have determined (and passed a resolution to such effect) that to effectuate such registration at such time would materially and adversely affect the Company and be materially detrimental to the business and operations thereof (a "Blackout Determination"), which period may be extended for an additional thirty (30) days upon a second Blackout Determination upon the expiration of the first thirty (30) day period.

Appears in 2 contracts

Samples: Exchange and Registration Rights Agreement (Trump Donald J), Exchange and Registration Rights Agreement (Trump Hotels & Casino Resorts Inc)

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Registration on Demand. (a) During the two-year period commencing on the date that a Warrant is first exercised by any Warrantholder, upon prior Upon written notice (a "Demand Notice") to the Company from holders representing of at least a majority thirty-three percent (33%) of the then outstanding Registrable Securities (as defined in subparagraph (c) below)Securities, determined as if the Warrants Exchange Right had been fully exercised, to the effect that the holders of Registrable Securities their desire to register any cause a registration of their the Registrable Securities under the Securities ActSecurities, the Company shall within 10 business days after receiving any Demand Notice give notice (the "Company's Notice"i) to inform the other holders of Registrable Securities stating (at least 30 days prior to the proposed filing of any registration statement), such notice to state the identity of the holders requesting registration and the number of Registrable Securities proposed to be sold thereby, and take appropriate action as promptly as practicable after its receipt of the Demand Notice action, on a reasonably timely basis, to file with the Securities and Exchange Commission (the "Commission") SEC a registration statement on the appropriate form covering all Registrable Securities specified in the Demand Notice such demand and by such other holders (by notice given to the Company within 15 days after their receipt the date the Company notified them of the Company's Noticesuch demand), (ii) use commercially reasonable best efforts to cause such registration statement to become effective under the Securities Act Act, and (iii) use commercially reasonable best efforts to qualify the Registrable Securities subject to the Demand Notice for sale in such states as resale under those state securities laws reasonably requested by the holders of a majority of Registrable Securities to be included in such registration; provided, if necessary; provided however, that such effort shall not require the Company to qualify as a foreign corporation or subject itself to taxation in any jurisdiction where it is not already so qualified or subject. The Company shall be obligated to effect only one three (3) registrations pursuant to this Section 5.1. The Company shall be obligated to effect any registration pursuant to this Section 15.15.1 as promptly as practicable upon receipt from the requisite number of holders of Registrable Securities of the notice requesting such registration; provided, however, that the Company shall have the right to delay any registration pursuant to this Section 5.1 for one period of up to thirty (30) days if the Board of Directors of the Company shall have determined (and passed a resolution to such effect) that to effectuate such registration at such time would materially and adversely affect the Company and be materially detrimental to the business and operations thereof (a “Blackout Determination”), which period may be extended for an additional thirty (30) days upon a second Blackout Determination upon the expiration of the first thirty (30) day period.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Trump Entertainment Resorts Holdings Lp)

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