Common use of Registration Provisions Clause in Contracts

Registration Provisions. a. Newpark shall as soon as practicable and at its own expense, but in no event later than thirty (30) days after the Closing Date, file a Registration Statement (as defined below) under the Securities Act covering the resale of all of the Common Shares and shall use its best efforts to cause such Registration Statement to be declared effective not later than the 75th day following the Closing Date (the "Required Registration Date"). The obligations to have the Registration Statement declared effective and to maintain such effectiveness as provided in this Section 4 (subject to any Blackout Period that does not constitute a Blackout Violation) are referred to herein as the "Registration Requirement." Pursuant to the preceding sentence, Newpark shall register pursuant to such Registration Statement not less than the number of shares of Common Stock equal at least to the sum of (x) the 1,900,000 Common Shares initially issuable under the Warrant plus (y) all Common Shares that may become issuable under the Warrant pursuant to Sections 2, 3 and 4 thereof plus (z) (1) 1.5 times (2) the total number of Common Shares issued or issuable under this Agreement excluding the Warrant (including all shares issued or issuable under the Preferred Shares, whether upon conversion, as dividends within the year following such date (assuming that all dividends are made as required in the Certificate of Rights and Preferences and are made in Common Stock) or otherwise on an as-converted basis as of such date) (the "Registrable Number"). Newpark shall promptly amend such Registration Statement (or, if necessary, file a new Registration Statement) at any time that the number of Common Shares issued and issuable under this Agreement exceeds eighty percent (80%) of the number of shares then registered so that the Registrable Number (as determined on such date) of Common Shares shall be registered and freely tradable.

Appears in 1 contract

Samples: Agreement (Newpark Resources Inc)

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Registration Provisions. a. Newpark shall as soon as practicable and at its own expense, but in no event later than thirty (30) days after the Closing Date, file a Registration Statement (as defined below) under the Securities Act covering the resale of all of the Common Shares and shall use its best efforts to cause such Registration Statement to be declared effective not later than the 75th day following the Closing Date (the "Required Registration Date"). The obligations to have the Registration Statement declared effective and to maintain such effectiveness as provided in this Section 4 (subject to any Blackout Period that does not constitute a Blackout Violation) are referred to herein as the "Registration Requirement." Pursuant to the preceding sentence, Newpark shall register pursuant to such Registration Statement not less than the number of shares of Common Stock equal at least to the sum of (x) the 1,900,000 Common Shares initially issuable under the Warrant plus (y) all Common Shares that may become issuable under the Warrant pursuant to Sections 2, 3 and 4 thereof plus (z) (1) 1.5 times (2) the total number of Common Shares issued or issuable under this Agreement excluding the Warrant (including all shares issued or issuable under the Preferred Shares, whether upon conversion, as dividends within the year following such date (assuming that all dividends are made as required in the Certificate of Rights and Preferences and are made in Common Stock) or otherwise on an as-converted basis as of such date) (the "Registrable NumberAmount"). Newpark shall promptly amend such Registration Statement (or, if necessary, file a new Registration Statement) at any time that the number of Common Shares issued and issuable under this Agreement exceeds eighty percent (80%) of the number of shares then registered so that the Registrable Number Amount (as determined on such date) of Common Shares shall be registered and freely tradable.

Appears in 1 contract

Samples: Agreement (Newpark Resources Inc)

Registration Provisions. a. Newpark shall (A) TRC shall, as soon as practicable and at its own expense, but in no event later than thirty (30) days after the Closing Date, file a Registration Statement (as defined below) under the Securities Act covering the resale of all the Registrable Number (as defined below) of the shares of Common Shares Stock and shall use its best efforts to cause such Registration Statement to be declared effective not later than the 75th day following the Closing Date on or before April 14, 2002 (the "Required Registration DateREQUIRED REGISTRATION DATE"). The obligations to have the Registration Statement declared effective and to maintain such effectiveness as provided in this Section 4 (subject to any Blackout Period that does not constitute a Blackout Violation) 5 are referred to herein as the "Registration RequirementREGISTRATION REQUIREMENT." Pursuant to the preceding sentence, Newpark TRC shall register pursuant to such Registration Statement not less than the a number of shares of Common Stock equal at least to one hundred and sixty-six point sixty-six percent (166.66%) of the sum of (x) the 1,900,000 Common Shares initially issuable under the Warrant plus (y) all Common Shares that may become issuable under the Warrant pursuant to Sections 2, 3 and 4 thereof plus (z) (1) 1.5 times (2) the total number of Common Shares issued or issuable under this Agreement excluding upon conversion of the Warrant Initial Preferred Shares based upon the Conversion Price (including all shares issued or issuable under the Preferred Shares, whether upon conversion, as dividends within the year following such date (assuming that all dividends are made as required defined in the Certificate of Rights and Preferences and are made Preferences) in Common Stock) or otherwise effect on an as-converted basis as the effective date of such date) the Registration Statement (the "Registrable NumberREGISTRABLE NUMBER"). Newpark Prior to the exercise by Xxxxxxxx of any of the Xxxxxxxx Rights, TRC shall promptly amend such Registration Statement (or, if necessary, file a new Registration Statement) at any time that and from time to time after the number of Common Shares issued and issuable upon conversion or redemption of the Initial Preferred Shares (including shares issuable as dividends under this Agreement the Initial Preferred Shares, assuming all such dividends are paid in shares of Registered Common Stock) exceeds ninety percent (90%) of the number of shares then registered (such greater number, thereafter, the "Registrable Number") so that the Registrable Number of Common Shares shall at all times be registered and freely tradable. In addition, from and after the exercise by Xxxxxxxx of any of the Xxxxxxxx Rights, TRC shall promptly amend such Registration Statement (or, if necessary, file a new Registration Statement) at any time, and from time to time, when the total number of Common Shares issued or issuable under the Series A Preferred Shares, whether upon conversion or redemption, (including shares issuable as dividends under the Series A Preferred Shares, assuming all such dividends are paid in shares of Registered Common Stock) exceeds eighty percent (80%) of the number of shares then registered (such greater number, thereafter, the "Registrable Number"), so that the Registrable Number (as determined on such date) of Common Shares shall at all times be registered and freely tradable.

Appears in 1 contract

Samples: Agreement (TRC Companies Inc /De/)

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Registration Provisions. a. Newpark shall (a) Champion shall, as soon as practicable and at its own expense, but in no event later than thirty twenty (3020) calendar days after after, and including, the Initial Closing Date, file a Registration Statement (as defined below) under the Securities Act covering the resale of all of the Common Shares and shall use its best efforts to cause such Registration Statement to be declared effective not later than on or prior to one hundred and fifteen (115) calendar days following, and including, the 75th day following the Initial Closing Date (the "Required Registration Date")) and shall promptly amend such Registration Statement or file an additional Registration Statement from time to time if the maximum number of Common Shares issued or issuable upon conversion of the Series B Preferred Shares is greater than the number of Common Shares registered pursuant to such Registration Statement. The obligations to have the Registration Statement declared effective and to maintain such effectiveness as provided in this Section 4 (subject to any Blackout Period that does not constitute a Blackout Violation) 5 are referred to herein as the "Registration Requirement." Pursuant to the preceding sentence, Newpark Champion shall register pursuant to such Registration Statement not less than the number of shares of Common Stock equal at least to the sum of (x) the 1,900,000 Common Shares initially issuable under the Warrant plus (y) all Common Shares that may become issuable under the Warrant pursuant to Sections 2, 3 and 4 thereof plus (z) (1) 1.5 times (2) the total number of Common Shares issued or issuable under this Agreement excluding the Warrant (including all shares issued or issuable under the Series B Preferred Shares, whether upon conversion, as dividends conversion or redemption) within the year following such date (assuming that all dividends are made as required in the Certificate of Rights and Preferences and are made in Common Stock) or otherwise on an as-converted basis as of such date) date (the "Registrable Number"). Newpark Champion shall promptly amend such Registration Statement (or, if necessary, file a new Registration Statement) at any time that the number of Common Shares issued and issuable under this Agreement exceeds eighty percent (80%) of the number of shares then registered so that the Registrable Number (as determined on such date) of Common Shares shall be registered and freely tradable.

Appears in 1 contract

Samples: Agreement (Champion Enterprises Inc)

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