Common use of Registration Procedures Clause in Contracts

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 19 contracts

Samples: Investment Agreement (Coty Inc.), Registration Rights Agreement (Virgin Mobile USA, Inc.), Registration Rights Agreement (US Foods Holding Corp.)

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Registration Procedures. If and whenever (a) Whenever the Company is required to use its all reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act pursuant to the terms and conditions of Section 2(a) or 3 (such Registrable Securities being hereinafter referred to as provided in Section 2 and Section 3 hereof"Subject Shares"), the Company shall will use all reasonable efforts to effect such the registration to permit the and sale of such Registrable Securities the Subject Shares in accordance with the intended method or methods of disposition thereof. Without limiting the generality of the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously soon as possiblepracticable:

Appears in 14 contracts

Samples: Registration Rights Agreement (Mafco Holdings Inc), Stock Purchase Agreement (Andrews Group Inc /De/), Registration Rights Agreement (Panavision Inc)

Registration Procedures. If and whenever Whenever the Company is required to register Registrable Securities pursuant to Sections 2 or 3 hereof, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 14 contracts

Samples: Investor Rights Agreement (Gulfport Energy Corp), Registration Rights Agreement (Great White Energy Services, Inc.), Investor Rights Agreement (Mammoth Energy Services, Inc.)

Registration Procedures. If Subject to the proviso of Section 2.1(d), if and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofpursuant to this Agreement, the Company shall use its reasonable best efforts to effect such registration to permit and facilitate the registration, offering and sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofthereof as promptly as is practicable, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 13 contracts

Samples: Registration Rights Agreement (Warner Music Group Corp.), Registration Rights Agreement (Enact Holdings, Inc.), Registration Rights Agreement (Jackson Financial Inc.)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company Corporation shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 13 contracts

Samples: Registration Rights Agreement (Advanced Disposal Services, Inc.), Registration Rights Agreement (PRA Health Sciences, Inc.), Registration Rights Agreement (Gardner Denver Holdings, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 13 contracts

Samples: Registration Rights Agreement (Continental Resources, Inc), Registration Rights Agreement (Targa Resources Investments Inc.), Addendum Agreement (ANTERO RESOURCES Corp)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts by the provisions of this Agreement to effect or cause the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Agreement, the Company shall use its reasonable best efforts to effect such the registration to permit and the widely disseminated sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 10 contracts

Samples: Registration Rights Agreement (Portillo's Inc.), Registration Rights Agreement (Definitive Healthcare Corp.), Registration Rights Agreement (First Watch Restaurant Group, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect In connection with the registration of any Registrable Securities under the Securities Act as provided in Section pursuant to Sections 2 and Section 3 hereofor 3, the Company shall effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 10 contracts

Samples: Registration Rights Agreement (TWC Holding Corp.), Registration Rights Agreement (Leucadia National Corp), Registration Rights Agreement (Leucadia National Corp)

Registration Procedures. If and whenever the Company is required by the provisions of Section 2 or 3 hereof to use its reasonable best efforts to effect promptly the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofSecurities, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 10 contracts

Samples: Registration Rights Agreement (Rackspace Inc), Registration Rights Agreement (Rackspace Inc), Registration Rights Agreement (South Texas Drilling & Exploration Inc)

Registration Procedures. If In connection with the Company's registration obligations pursuant to Sections 3 and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 4 hereof, the Company shall will effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 10 contracts

Samples: Registration Rights Agreement (Mei Genpar Lp), Registration Rights Agreement (Mei Genpar Lp), Registration Rights Agreement (Mei Genpar Lp)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to take action pursuant to any Federal or state law or regulation to permit the sale or other disposition of any Registrable Securities that are then held or that may be acquired upon exercise of the Warrants in order to effect or cause the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Article 6, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepracticable:

Appears in 9 contracts

Samples: Warrant Agreement (Zevex International Inc), Underwriting Agreement (Ingenex Inc), Warrant Agreement (Zevex International Inc)

Registration Procedures. If and whenever In connection with the Company is required Company's registration obligations pursuant to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall will use its best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 8 contracts

Samples: Registration Rights Agreement (Colorado Greenhouse Holdings Inc), Registration Rights Agreement (Colorado Greenhouse Holdings Inc), Registration Rights Agreement (Fresh Enterprises Inc)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration Registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall will effect such registration Registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall will cooperate in the sale of the securities and shallwill, as expeditiously as possible:possible (to the extent applicable, in the case of a Takedown):

Appears in 7 contracts

Samples: Registration Rights Agreement (Justice Delaware Holdco Inc.), Registration Rights Agreement (Burger King Worldwide, Inc.), Registration Rights Agreement (3G Capital Partners LP)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company Corporation shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 7 contracts

Samples: Registration Rights Agreement (Laureate Education, Inc.), Operating Agreement (Kosmos Energy Ltd.), Registration Rights Agreement (Kosmos Energy Ltd.)

Registration Procedures. If If, and whenever in each case when, the Company is required to use its reasonable best efforts to effect the a registration of any Registrable Securities under the Securities Act as provided in this Section 2 and Section 3 hereof3, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepromptly:

Appears in 7 contracts

Samples: Registration Rights Agreement (Michaels Companies, Inc.), Registration and Participation Rights Agreement (inVentiv Group Holdings, Inc.), Registration Rights Agreement (Michaels Companies, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and 3 or Section 3 hereof4, the Company shall use its reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shallshall use its reasonable best efforts, as expeditiously promptly as possiblepracticable to the extent applicable, to:

Appears in 7 contracts

Samples: Investment Agreement (Signet Jewelers LTD), Registration Rights Agreement (Clarios International Inc.), Registration Rights Agreement (Catalent, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofArticle II, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 7 contracts

Samples: Registration Rights Agreement (Mueller Industries Inc), Registration Rights Agreement (Leucadia National Corp), Registration Rights Agreement (Americredit Corp)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect In connection with the registration of any Registrable Securities under the Securities Act as provided in Section pursuant to Sections 2 and Section or 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 7 contracts

Samples: Registration Rights Agreement (Jordan Telecommunication Products Inc), Registration Rights Agreement (Louisiana Casino Cruises Inc), Registration Rights Agreement (Clark Material Handling Co)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect In connection with the registration of any Registrable Securities under the Securities Act as provided in Section pursuant to Sections 2 and Section or 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 6 contracts

Samples: Registration Rights Agreement (Navistar International Corp /De/New), Registration Rights Agreement (Aes Corporation), Registration Rights Agreement (Navistar International Corp /De/New)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof2, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities such Registrable Securities and shall, as expeditiously as possible:

Appears in 6 contracts

Samples: Investment Agreement (Resideo Technologies, Inc.), Registration Rights Agreement (Beacon Roofing Supply Inc), Registration Rights Agreement (CD&R Boulder Holdings, L.P.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 5 contracts

Samples: Registration Rights Agreement (Fidelity & Guaranty Life), Registration Rights Agreement (Fidelity & Guaranty Life), Registration Rights Agreement (Harbinger Group Inc.)

Registration Procedures. If and whenever In connection with the obligations of the Company is required to effect or cause the registration of any Registrable Securities pursuant to the terms and conditions of this Agreement, the Company shall use its commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofdistribution, and pursuant thereto in connection therewith, the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblewill:

Appears in 5 contracts

Samples: Exchange Agreement (Cke Restaurants Inc), Exchange Agreement (Fidelity National Financial Inc /De/), Exchange Agreement (Cke Restaurants Inc)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof3, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and and, pursuant thereto thereto, the Company shall cooperate in the sale of the securities such Registrable Securities and shall, as expeditiously as possible:

Appears in 5 contracts

Samples: Registration Rights Agreement (Core & Main, Inc.), Registration Rights Agreement (Core & Main, Inc.), Registration Rights Agreement (Agilon Health, Inc.)

Registration Procedures. If and whenever In connection with the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities Company's obligations under the Securities Act as provided in Section 2 and Section 3 hereof3, the Company shall use all reasonable efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition distribution thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepracticable:

Appears in 5 contracts

Samples: Equity Purchase Agreement (Hongkong Meisheng Culture Co LTD), Registration Rights Agreement (Jakks Pacific Inc), Registration Rights Agreement (GHS Inc)

Registration Procedures. If and whenever the Company is required to use its commercially reasonable best efforts to take action pursuant to any federal or state law or regulation to permit the sale or other disposition of any Registrable Securities that are then held or that may be acquired upon exercise of the Warrants in order to effect or cause the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Article 2, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepracticable:

Appears in 5 contracts

Samples: Diamond Multimedia Systems Inc, S3 Inc, Diamond Multimedia Systems Inc

Registration Procedures. If (and whenever on each occasion that) the Company is required shall become obligated to effect any registration of any Restricted Securities hereunder, the Company will use its reasonable best efforts in good faith to effect promptly the registration of any Registrable such Restricted Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the public offering and sale of such Registrable Restricted Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto and, in connection therewith, the Company shall cooperate in the sale of the securities and shallCompany, as expeditiously as shall be reasonably possible, will:

Appears in 5 contracts

Samples: Registration Rights Agreement (Nuvox Inc /De/), Registration Rights Agreement (Nuvox Inc /De/), Registration Rights Agreement (Gabriel Communications Inc /De/)

Registration Procedures. If and whenever Whenever the Company is required to register Registrable Securities pursuant to Section 2 or 3 hereof, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Plum Creek Timber Co Inc), Registration Rights Agreement (Cmgi Inc), Registration Rights Agreement (Pc Advisory Partnters I Lp)

Registration Procedures. If In connection with the registration obligations of the Corporation pursuant to and whenever in accordance with Sections 2 and 3 hereof (and subject to Sections 2 and 3 hereof), the Company is required to Corporation shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities Shares in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:possible (but subject to Sections 2 and 3 hereof):

Appears in 4 contracts

Samples: Registration Rights Agreement (Allion Healthcare Inc), Registration Rights Agreement (Allion Healthcare Inc), Registration Rights Agreement (Allion Healthcare Inc)

Registration Procedures. If In connection with the Company's Registration obligations pursuant to Sections 3 and whenever 4 hereof, the Company is required to will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration Registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition distribution thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Siena Technologies, Inc.), Registration Rights Agreement (Yucaipa Companies), Registration Rights Agreement (Fleming Companies Inc /Ok/)

Registration Procedures. If and whenever the Company is required by the provisions of Article 2 or Article 3 to effect a registration of Registrable Securities under the Securities Act, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofspecified by the holders participating therein. Without limiting the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (New Century Financial Corp), Registration Rights Agreement (Us Bancorp \De\), Registration Rights Agreement (Us Bancorp \De\)

Registration Procedures. (a) If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously promptly as possiblepracticable:

Appears in 4 contracts

Samples: Registration Rights Agreement (Assurant Inc), Registration Rights Agreement (Assurant Inc), Registration Rights Agreement (Assurant Inc)

Registration Procedures. If and whenever In connection with the filing of any Registration Statement pursuant to Sections 2 or 3 hereof, the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities securities covered thereby in accordance with the intended method or methods of disposition thereof, and pursuant thereto and in connection with any Registration Statement filed by the Company hereunder, the Company shall cooperate in the sale of the securities and shall, as expeditiously as possibleuse its reasonable best efforts to:

Appears in 4 contracts

Samples: Registration Rights Agreement (Texas New Mexico Power Co), Share Registration Rights Agreement (Texas New Mexico Power Co), Registration Rights Agreement (Texas New Mexico Power Co)

Registration Procedures. If and whenever In connection with the Company is required to use its reasonable best efforts to effect the registration filing of any Registrable Securities under the Securities Act as provided in Registration Statement pursuant to Section 2 and Section or 3 hereof, the Company shall use commercially reasonable efforts to effect such registration registrations to permit the sale of such Registrable Securities the securities covered thereby in accordance with the intended method or methods of disposition thereof, and pursuant thereto and in connection with any Registration Statement filed by the Company shall cooperate in hereunder the sale of the securities and Company shall, as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Ryman Hospitality Properties, Inc.), Registration Rights Agreement (Ryman Hospitality Properties, Inc.), Registration Rights Agreement (Ryman Hospitality Properties, Inc.)

Registration Procedures. If and whenever Whenever the Company is required to register Registrable Securities pursuant to Sections 2, 3 or 4 hereof, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Comsys It Partners Inc), Registration Rights Agreement (Comsys It Partners Inc), Registration Rights Agreement (Venturi Partners Inc)

Registration Procedures. If In connection with the registration of any Registrable Securities or Exchange Securities pursuant to Sections 2 and whenever 3 hereof, the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities or Exchange Securities in accordance with the any permitted intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 4 contracts

Samples: Exchange and Registration Rights Agreement (Calenergy Co Inc), Exchange and Registration Rights Agreement (Ce Generation LLC), Registration Rights Agreement (Midamerican Funding LLC)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in pursuant to Section 2 and Section 3 4.1 hereof, the Company shall will use its best efforts to effect such the registration to permit the and sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofthereof specified by the Stockholders participating therein. Without limiting the foregoing (and subject to its rights under Section 4.1 hereof not to register or to delay registration of Registrable Securities), and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible:

Appears in 4 contracts

Samples: Stockholders Agreement (International Securities Exchange, Inc.), Stockholders Agreement (International Securities Exchange, Inc.), Stockholders Agreement (Porter William A)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof3, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities such Registrable Securities and shall, as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Atkore International Group Inc.), Registration Rights Agreement (Johnsondiversey Holdings Inc), Registration Rights Agreement (Envision Healthcare Holdings, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration Registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall will effect such registration Registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall will cooperate in the sale of the securities and shallwill, as expeditiously as possible:in accordance with the timing requirements of this Agreement (to the extent applicable, in the case of a Takedown):

Appears in 4 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Spectrum Brands, Inc.), Registration Rights Agreement

Registration Procedures. If In connection with the Company’s registration obligations pursuant to Articles II and whenever III, the Company is required to will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities by a Holder in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously promptly as possiblereasonably practicable:

Appears in 4 contracts

Samples: Registration Rights Agreement (Usg Corp), Registration Rights Agreement (Usg Corp), Escrow Agreement (Usg Corp)

Registration Procedures. If and whenever Whenever the Company is required to effect a registration hereunder (or, as applicable, requested to assist in connection with a sale under a shelf registration statement), the Company shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofthereof as promptly as practicable, and pursuant thereto the Company shall cooperate and, in the sale of the securities and shallconnection with any such request, as expeditiously as possibleapplicable:

Appears in 4 contracts

Samples: Registration Rights Agreement (Duff & Phelps Corp), Registration Rights Agreement (Lovell Minnick Partners LLC), Registration Rights Agreement (Vestar Capital Partners Iv Lp)

Registration Procedures. If and whenever the Company is required by any of the provisions of this Article 2 to effect the registration of any of the Shares under the Securities Act, the Company shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities Shares in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Sunstone Hotel Investors, Inc.), Registration Rights Agreement (Sunstone Hotel Investors, Inc.), Registration Rights Agreement (Sunstone Hotel Investors, Inc.)

Registration Procedures. If and whenever the Company is required to use its commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously soon as possibleis reasonably practicable:

Appears in 4 contracts

Samples: Registration Rights Agreement (Armstrong Energy, Inc.), Registration Rights Agreement (Extraction Oil & Gas, Inc.), Registration Rights Agreement (Extraction Oil & Gas, LLC)

Registration Procedures. If and whenever In connection with the Company is required Company's registration obligations pursuant to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall use its best efforts to effect such registration registrations to permit the consummation of the Exchange Offer or the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (Calpine Corp), Registration Rights Agreement (Calpine Corp), Registration Rights Agreement (Calpine Corp)

Registration Procedures. If and whenever In connection with the obligations of the Company is required with respect to use its reasonable best efforts a registration statement pursuant to Section 2, Section 3 or Section 4 hereof, the Company shall effect or cause to be effected the registration of any the Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities by the Holders in accordance with the their intended method or methods of disposition thereofdistribution, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 4 contracts

Samples: Registration Rights Agreement (British Aerospace Holdings Inc), Registration Rights Agreement (British Aerospace Holdings Inc), Registration Rights Agreement (Orion Newco Services Inc)

Registration Procedures. If and whenever When the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and 3(a) or Section 3 hereof4, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepossible to the extent applicable:

Appears in 3 contracts

Samples: Investor Rights Agreement (Google Capital 2016, L.P.), Investment Agreement (Care.com Inc), Investor Rights Agreement (Care.com Inc)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofSections 3, 4 or 5, the Company Corporation shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Bountiful Co), Registration Rights Agreement (BrightSpring Health Services, Inc.), Registration Rights Agreement (BrightSpring Health Services, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofArticle II, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:possible (to the extent applicable, in the case of a Takedown):

Appears in 3 contracts

Samples: Registration Rights Agreement (Xl Capital LTD), Subscription Agreement (Security Capital Assurance LTD), Registration Rights Agreement (Xl Capital LTD)

Registration Procedures. If and whenever the Company is required to use its commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Cinco Resources, Inc.), Registration Rights Agreement (Approach Resources Inc), Registration Rights Agreement (Approach Resources Inc)

Registration Procedures. If and whenever (a) In connection with the Shelf Registration Statement, the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such the Registrable Securities being sold in accordance with the intended method or methods of disposition distribution thereof, and pursuant thereto thereto, shall expeditiously prepare and file with the Company shall cooperate in SEC a Shelf Registration Statement relating to the sale of registration on any appropriate form under the securities and shall, as expeditiously as possible:Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (New Generation Biofuels Holdings, Inc), Registration Rights Agreement (New Generation Biofuels Holdings, Inc), Registration Rights Agreement (New Generation Biofuels Holdings, Inc)

Registration Procedures. If and whenever (a) In connection with the Company’s obligations with respect to any registration of Registrable Securities pursuant to Section 2 hereof, the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect or cause such registration to permit the sale of such the Registrable Securities by the Holders thereof in accordance with the intended method or methods of distribution thereof described in the registration statement relating thereto and to maintain the effectiveness of such registration statement until the disposition thereofof all of the Registrable Securities covered by such registration statement is completed. In connection therewith, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously soon as reasonably possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Schaefer Holdings, LP), Registration Rights Agreement (Perlegen Sciences Inc), Registration Rights Agreement (Superior Offshore International Inc.)

Registration Procedures. If In connection with the Company’s registration obligations pursuant to Articles III, IV and whenever V the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities by a Selling Holder in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously promptly as possiblereasonably practicable:

Appears in 3 contracts

Samples: Registration Rights Agreement (Owens Corning), Registration Rights Agreement (Owens Corning (Reorganized) Inc.), Registration Rights Agreement (Owens Corning)

Registration Procedures. If and whenever (a) In connection with any obligation of the Company is required to use its reasonable best efforts to effect register the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofSecurities, the Company shall use its commercially reasonable efforts to effect or cause such registration to permit the sale of such the Registrable Securities by the Purchaser in accordance with the intended method or methods of disposition thereofdistribution thereof described in the applicable registration statement. In connection therewith, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblewithin the time specified in Section 2 above:

Appears in 3 contracts

Samples: Registration Rights Agreement (Sciclone Pharmaceuticals Inc), Registration Rights Agreement (Sciclone Pharmaceuticals Inc), Registration Rights Agreement (Sciclone Pharmaceuticals Inc)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect In connection with the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofShares, the Company shall effect such registration registrations to permit the sale of such Registrable Securities Shares in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Comdata Network, Inc. Of California), Registration Rights Agreement (Fidelity National Financial Inc /De/), Registration Rights Agreement (Fidelity National Financial Inc /De/)

Registration Procedures. If and whenever Upon the receipt of a request for registration of any Registrable Securities pursuant to Section 2 or Section 3 of this Agreement, Company is required to will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 3 contracts

Samples: Securities Purchase Agreement (Beta Oil & Gas Inc), Registration Rights Agreement (Petrohawk Energy Corp), Registration Rights Agreement (Beta Oil & Gas Inc)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Oncor Electric Delivery Co LLC), Addendum Agreement (ATD Corp), Addendum Agreement (Oncor Electric Delivery Co LLC)

Registration Procedures. If In connection with the Company’s registration obligations pursuant to Articles III, IV and whenever V, the Company is required to shall use its reasonable commercially best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities by a Selling Holder in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously promptly as possiblereasonably practicable:

Appears in 3 contracts

Samples: Registration Rights Agreement (Hli Operating Co Inc), Registration Rights Agreement (Hli Operating Co Inc), Registration Rights Agreement (Hli Operating Co Inc)

Registration Procedures. If and whenever In connection with the Registration obligations of the Company is required pursuant to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided and in accordance with, but subject to, Section 2 and Section 3 hereof3, the Company shall use commercially reasonable efforts to effect such registration Registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Securities Purchase Agreement (Bay Bancorp, Inc.), Registration Rights Agreement (Bay Bancorp, Inc.), Registration Rights Agreement (Bay Bancorp, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof3, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities such Registrable Securities and shall, as expeditiously soon as possiblereasonably practicable:

Appears in 3 contracts

Samples: Registration Rights Agreement (Gogo Inc.), Registration Rights Agreement (DoubleVerify Holdings, Inc.), Registration Rights Agreement (DoubleVerify Holdings, Inc.)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Agreement, the Company Corporation shall use its reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (ZAIS Group Holdings, Inc.), Operating Agreement (Global Partner Acquisition Corp.), Limited Liability Company Agreement (Hf2 Financial Management Inc.)

Registration Procedures. If and whenever In connection with the obligations of the Company is required pursuant to Sections 2, 3 and 4, the Company shall use its reasonable best efforts to effect or cause to be effected the registration of any Registrable Securities under the Securities Act as provided of the Registrable Securities entitled to be included in Section 2 and Section 3 hereof, the Company shall effect such registration in order to permit the sale of such Registrable Securities (in accordance with the their intended method or methods of disposition thereofdistribution, in the case of a Required Registration Statement), and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Alcon Inc), Amended and Restated Registration Rights Agreement (Alcon Inc), Registration Rights Agreement (Alcon Inc)

Registration Procedures. If and whenever Whenever the Holders have requested that any Registrable Securities be registered pursuant to Article II or Article III of this Agreement, the Company is required to shall use its commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 Registration and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Western Refining, Inc.), Registration Rights Agreement (Western Refining, Inc.), Registration Rights Agreement (Western Refining, Inc.)

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Registration Procedures. If and whenever Whenever the Holders have requested that any Registrable Securities be registered pursuant to Section 2 or 3 hereof, the Company is required to will, at its expense, use its reasonable best efforts to effect the registration and the sale of any such Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto in connection with any such request, the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:will (subject to Section 4(c) hereof):

Appears in 3 contracts

Samples: Registration Rights Agreement (Highlands Insurance Group Inc), Registration Rights Agreement (Highlands Insurance Group Inc), Registration Rights Agreement (Highlands Insurance Group Inc)

Registration Procedures. If and whenever the Company is required by the provisions of Article 2, Article 3 or Articles 4 to effect a registration of Registrable Securities under the Securities Act, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofspecified by the holders participating therein. Without limiting the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Stockpoint Inc), Registration Rights Agreement (Stockpoint Inc), Registration Rights Agreement (Stockpoint Inc)

Registration Procedures. If In connection with the Company’s registration obligations pursuant to Articles III, IV and whenever V the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities by the Trust in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously promptly as possiblereasonably practicable:

Appears in 3 contracts

Samples: Registration Rights Agreement (Owens Corning/Fibreboard Asbestos Personal Injury Trust), Registration Rights Agreement (Owens Corning), Registration Rights Agreement (Owens Corning (Reorganized) Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 2, Section 3 and Section 3 4 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Adeptus Health Inc.), Registration Rights Agreement (Adeptus Health Inc.), Registration Rights Agreement (Adeptus Health Inc.)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Agreement, the Company Corporation shall use reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (PennyMac Financial Services, Inc.), Registration Rights Agreement (Pennymac Financial Services, Inc.), Registration Rights Agreement (Pennymac Financial Services, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and 3 or Section 3 hereof4, the Company shall use its reasonable best efforts to effect such registration and to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofthereof as promptly as practicable, and pursuant thereto the Company shall cooperate in all reasonable respects in the sale of the securities and shallshall use its reasonable best efforts, as expeditiously promptly as possiblepracticable to the extent applicable, to:

Appears in 3 contracts

Samples: Registration Rights Agreement (Sinovac Biotech LTD), Registration Rights Agreement (GNC Holdings, Inc.), Securities Purchase Agreement (GNC Holdings, Inc.)

Registration Procedures. If and whenever (a) Obligations of the Company. Whenever registration of Registrable Securities has been requested or required pursuant to Section 3, Section 4 or Section 5 hereof, the Company is required to shall use its commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofdistribution thereof as quickly as practicable, and pursuant thereto in connection with any such request, the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Cott Corp /Cn/), Registration Rights Agreement (Cott Corp /Cn/), Agreement and Plan of Merger (Cott Corp /Cn/)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and 3 or Section 3 hereof4, the Company shall use its reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shallshall use its reasonable best efforts, as expeditiously as possiblepossible to the extent applicable, to:

Appears in 3 contracts

Samples: Transaction Agreement (Corpbanca/Fi), Registration Rights Agreement (Crocs, Inc.), Investment Agreement (Crocs, Inc.)

Registration Procedures. If and whenever the Company is required by ----------------------- the provisions of Article 2 or Article 3 to effect a registration of Registrable Securities under the Securities Act, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofspecified by the holders participating therein. Without limiting the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (New Century Financial Corp), Registration Rights Agreement (New Century Financial Corp), Preferred Stock Purchase Agreement (New Century Financial Corp)

Registration Procedures. (a) If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Article III, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Shareholders Agreement, Shareholders Agreement, Shareholders Agreement (Chrysler Group LLC)

Registration Procedures. If and whenever Whenever the Company is required to register Registrable Securities pursuant to Section 2 hereof, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Mammoth Energy Services, Inc.), Registration Rights Agreement (Mammoth Energy Services, Inc.), Registration Rights Agreement (Mammoth Energy Services, Inc.)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to take action pursuant to any Federal or state law or regulation to permit the sale or other disposition of any Registrable Securities that are then held or that may be acquired upon exercise of the Warrants in order to effect or cause the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Article 6, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepracticable, use its best efforts to:

Appears in 3 contracts

Samples: Branded Services Agreement (Netplex Group Inc), Netplex Group Inc, Netplex Group Inc

Registration Procedures. If and whenever the Company is required by the provisions of Sections 5.2, 5.3 or 5.4 to effect the registration of shares of Registrable Securities under the Securities Act, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofspecified by the holders participating therein. Without limiting the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible:

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Salient Surgical Technologies, Inc.), Investors’ Rights Agreement (Salient Surgical Technologies, Inc.), Investors’ Rights Agreement (Salient Surgical Technologies, Inc.)

Registration Procedures. If In connection with the Company's registration obligations pursuant to Sections 3 and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 4 hereof, the Company shall will use its best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (National Media Corp), Registration Rights Agreement (Valuevision International Inc), Registration Rights Agreement (National Golf Properties Inc)

Registration Procedures. If and whenever Whenever the Required REI Stockholders have requested that any Registrable Securities be registered in accordance with Article II or III, the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, thereof and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:possible (or, in the case of clause (p) below, shall not):

Appears in 3 contracts

Samples: Registration Rights Agreement (Chadmoore Wireless Group Inc), Registration Rights Agreement (Moore Robert W/Nv), Investment Agreement (Recovery Equity Investors Ii Lp)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and 3 or Section 3 hereof4, the Company Corporation shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 3 contracts

Samples: Registration Rights Agreement (Laureate Education, Inc.), Registration Rights Agreement (Laureate Education, Inc.), Registration Rights Agreement (EP Energy Corp)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts ----------------------- to effect the registration of any Registrable Securities under the Securities Act as provided in pursuant to Section 2 and 1 or Section 3 hereof2, the Company shall will use its best efforts to --------- --------- effect such the registration to permit the and sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof. Without limiting the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible, use its best efforts:

Appears in 2 contracts

Samples: Registration Rights Agreement (Frontier Airlines Inc /Co/), Registration Rights Agreement (Frontier Airlines Inc /Co/)

Registration Procedures. If and whenever (a) Whenever the Company is required to use its all reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in pursuant to the terms and conditions of Section 2 and 2(a) or Section 3 hereofhereof (such Registrable Securities being hereinafter referred to as "Subject Shares"), the Company shall will use all reasonable efforts to effect such the registration to permit the and sale of such Registrable Securities the Subject Shares in accordance with the intended method or methods of disposition thereof. Without limiting the generality of the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously soon as possiblepracticable:

Appears in 2 contracts

Samples: Registration Rights Agreement (M & F Worldwide Corp), Registration Rights Agreement (Mafco Holdings Inc)

Registration Procedures. If and whenever the Company is required to use its commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofArticle III, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Investor Rights Agreement (Penn National Gaming Inc), Investor Rights Agreement (Aegean Marine Petroleum Network Inc.)

Registration Procedures. If and whenever (a) Obligations of the Company. Whenever registration of -------------------------- Registrable Securities has been requested pursuant to Section 3 or 4 of this Agreement, the Company is required to shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofdistribution thereof as quickly as practicable, and pursuant thereto in connection with any such request, the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Nitinol Medical Technologies Inc), Registration Rights Agreement (Nitinol Medical Technologies Inc)

Registration Procedures. If and whenever In connection with the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities Company's obligations under the Securities Act as provided in Section 2 and Section 3 hereof3, the Company shall use its best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition distribution thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepracticable:

Appears in 2 contracts

Samples: Share Exchange Agreement (Tridon Enterprises Inc), Registration Rights Agreement (Lucas Educational Systems Inc)

Registration Procedures. If and whenever In connection with the obligations of the Company is required pursuant to Section 2, the Company shall use its reasonable best efforts to effect or cause to be effected the registration of any the Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities by the Holder in accordance with the its intended method or methods of disposition thereofdistribution, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Tekinsight Com Inc), The Agreement (Tekinsight Com Inc)

Registration Procedures. If and whenever In connection with the Company is required Company's obligations to use its reasonable best efforts file a Registration Statement pursuant to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall use its reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possiblepracticable:

Appears in 2 contracts

Samples: Registration Rights Agreement (Onsite Energy Corp), Registration Rights Agreement (Western Resources Inc /Ks)

Registration Procedures. If and whenever when the Company is shall be required to use its reasonable best efforts by the provisions of this Section 2 to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofAct, the Company shall will use its best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofthereof and in accordance with Section 2(a) or 2(b), as applicable, and pursuant thereto the Company shall cooperate in the sale of the securities and shallwill, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Horizon Offshore Inc), Registration Rights Agreement (Horizon Offshore Inc)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereofthis Article V, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously promptly as possible:practicable (in each case subject to Section 5.1):

Appears in 2 contracts

Samples: Shareholder Agreement (Corning Inc /Ny), Shareholder Agreement (Corning Inc /Ny)

Registration Procedures. If and whenever Whenever the Company is required to register Registrable Securities pursuant to Sections 2, 3 or 4 hereof, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Personnel Group of America Inc), Registration Rights Agreement (Personnel Group of America Inc)

Registration Procedures. If and whenever In connection with the Demand Registration obligations of the Company is required pursuant to and in accordance with Section 3 of this Agreement and subject to receipt from the sellers of Registrable Securities of the information to be furnished by them, as provided below, the Company shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Schawk Inc), Registration Rights Agreement (Schawk Inc)

Registration Procedures. If and whenever (a) Obligations of the Company. Whenever registration of Registrable Securities has been requested pursuant to Section 3 or Section 4 of this Agreement, the Company is required to shall use its all commercially reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofdistribution thereof as quickly as practicable, and pursuant thereto in connection with any such request, the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Critical Path Inc), Registration Rights Agreement (Critical Path Inc)

Registration Procedures. If and whenever Whenever the Company is required by the provisions hereof to effect the registration of Registrable Securities under the Securities Act, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shallwill, as expeditiously as reasonably possible:

Appears in 2 contracts

Samples: Acquisition Agreement and Plan of Merger (Quadramed Corp), Registration Rights Agreement (Quadramed Corp)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect In connection with the registration of any Registrable Securities under the Securities Act as provided in accordance with this Section 2 and Section 3 hereof2, the Company shall effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Merit Partners LLC), Registration Rights Agreement (Emeritus Corp\wa\)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect In connection with the registration of any Registrable Securities under the Securities Act as provided in Section 2 and or Section 3 hereof3, the Company shall use its reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities such Registrable Securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Acushnet Holdings Corp.), Registration Rights Agreement (Acushnet Holdings Corp.)

Registration Procedures. If and whenever In connection with the Company is required Company's registration obligations pursuant to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall will effect such registration registrations to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shall, will as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Frisby Technologies Inc), Registration Rights Agreement (Frisby Technologies Inc)

Registration Procedures. If and whenever Whenever the Company is required to use its reasonable best efforts to effect the registration of any register Registrable Securities under the Securities Act as provided in Section pursuant to Sections 2 and Section or 3 hereof, the Company shall will use its commercially reasonable efforts to effect such the registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in the sale of the securities and shallwill, as expeditiously promptly as possiblereasonably practicable:

Appears in 2 contracts

Samples: Registration Rights Agreement (Credo Petroleum Corp), Registration Rights Agreement (Venoco, Inc.)

Registration Procedures. If and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company Corporation shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall reasonably cooperate in good faith in the sale of the securities and shall, as expeditiously as reasonably possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (Informatica Inc.), Registration Rights Agreement (Informatica Inc.)

Registration Procedures. If and whenever the Company is required ----------------------- by the provisions of Sections 1.2 and 1.3 or 1.4 to effect the registration of shares of Registrable Securities under the Securities Act, the Company will use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereofspecified by the holders participating therein. Without limiting the foregoing, and pursuant thereto the Company shall cooperate in the sale of the securities and shalleach such case will, as expeditiously as possible,:

Appears in 2 contracts

Samples: Agreement (Fieldworks Inc), Agreement (Fieldworks Inc)

Registration Procedures. (a) If and whenever the Company is required by the provisions of Section 2 or 3 to effect the registration of Registrable Securities under the Securities Act, the Company, at its expense and as expeditiously as possible shall use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof, the Company shall effect such registration and so as to permit the sale of such the applicable Registrable Securities in accordance with the intended method or methods of disposition thereofdistribution thereof in conformity with any required time period set forth therein, and pursuant thereto in connection therewith the Company shall cooperate in the sale of the securities and shall, as expeditiously as possibleagrees to:

Appears in 2 contracts

Samples: Registration Rights Agreement (Solutia Inc), Registration Rights Agreement (Solutia Inc)

Registration Procedures. If Subject to Section 3(c), if and whenever the Company Corporation is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 3 and Section 3 4 hereof, the Company Corporation shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Corporation shall cooperate in the sale of the securities and shall, as expeditiously as possible:

Appears in 2 contracts

Samples: Registration Rights Agreement (EverBank Financial Corp), Registration Rights Agreement (EverBank Financial Corp)

Registration Procedures. If and whenever the Company Group is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and 3 or Section 3 hereof4, the Company Group shall use its reasonable best efforts to effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company Group shall cooperate in the sale of the securities and shallshall use its reasonable best efforts, as expeditiously promptly as possiblepracticable to the extent applicable, to:

Appears in 2 contracts

Samples: Registration Rights Agreement (Graftech International LTD), Registration Rights Agreement (Graftech International LTD)

Registration Procedures. If and whenever the Company is required to use its reasonable best efforts to effect the registration of any Registrable Securities under the Securities Act as provided in Section 2 and Section 3 hereof3, the Company shall effect such registration to permit the sale of such Registrable Securities in accordance with the intended method or methods of disposition thereof, and pursuant thereto the Company shall cooperate in all reasonable respects in the sale of the securities such Registrable Securities and shall, as expeditiously quickly as possiblepracticable:

Appears in 2 contracts

Samples: Contribution and Exchange Agreement (Special Diversified Opportunities Inc.), Registration Rights Agreement (Standard Diversified Opportunities Inc.)

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