Common use of Requests for Registration Clause in Contracts

Requests for Registration. (a) Subject to Section 1.2, at any time and from time to time on or after the Effective Time, any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred may request registration under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 4 contracts

Samples: Registration Rights Agreement (Impax Laboratories Inc), Registration Rights Agreement (Impax Laboratories Inc), Registration Rights Agreement (Fleming Robert Inc / Da)

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Requests for Registration. After the expiration of the Lock-up Period and subject to the terms, conditions and limitations of this Article 4, the holders of twenty-five percent (a25%) Subject to Section 1.2, at any time and from time to time on or after more of the Effective Time, any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred Investor Registrable Securities then outstanding may request that the Company effect a registration under for a Public Offering in the Securities Act United States of all or part any portion of their the Investor Registrable Securities; provided that the Investor Registrable Securities to be included in such registration shall (i) have a market value on Form S-1 or any similar long-form the date such request for registration statement (any is received of at least $25 million based on the closing price of the Common Stock on the trading day immediately preceding the day on which such registration, a "Long-Form Demand Registration")request is delivered, or (ii) on Form S-3 represent at least six percent (6%) of the total shares of Common Stock then outstanding, or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration"iii) if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such represent all Investor Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration requestthen outstanding. All registrations requested pursuant to as described in and meeting the requirements of this Section 1.1 4.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the ” Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered. Subject to Section 4.1(c) below, any such Demand Registration may include registration of shares on a “shelf” Registration Statement pursuant to Rule 415 under the Securities Act. Promptly after receipt of any such request pursuant to this Section 4.1, the Company shall give written notice of such requested registration to all other holders of Registrable Securities not making such request and will and, subject to the terms of this Agreement, shall include in such Demand Registration registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein indicating the holder of such Registrable Securities and the number of Registrable Securities that such holder elects to include in such registration within ten twenty (1020) days after the receipt of the Company's ’s notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 4 contracts

Samples: Stockholder Agreement (Trident Microsystems Inc), Stockholder Agreement (Trident Microsystems Inc), Stockholder Agreement (Trident Microsystems Inc)

Requests for Registration. (a) Subject to Section 1.2, at any time and from time to time on or after the Effective Time, any Series 2 1 Holder that owns at least 20,000 shares of Series 2 1 Preferred may request registration under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 4 contracts

Samples: Amended and Restated Registration Rights Agreement (Global Pharmaceutical Corp \De\), Amended and Restated Registration Rights Agreement (Global Pharmaceutical Corp \De\), Amended and Restated Registration Rights Agreement (Global Pharmaceutical Corp \De\)

Requests for Registration. (a) Subject to this Section 1.22, at any time and from time to time on or after the Effective Time, any Series 2 Holder that owns at least 20,000 shares Holders of Series 2 Preferred a majority of the PikCo Registrable Securities may request registration registration, whether underwritten or otherwise, under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 S-1, Form F-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), Registrations”) or (ii) on Form S-3 or Form F-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") Registrations”), if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration requestavailable. All registrations requested pursuant to this Section 1.1 2 and any underwritten offerings with respect thereto, are referred to herein as "Demand Registrations." Upon receipt of a ”. Each request for a Demand Long-Form Registration or Short-Form Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within twenty (20) days after receipt of any such request for a Long-Form Registration or Short-Form Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration requested registration to all holders of Registrable Securities not making such request other Holders and will include (subject to the provisions of this Agreement including clause (d) below) in such Demand Registration registration (and in all related registrations or qualifications under blue sky laws or in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten five (105) days after the receipt of the Company's ’s notice. The holders Each Holder agrees that such Holder shall treat as confidential the receipt of the Registrable Securities making any notice of Demand Registration and shall not disclose or use the information contained in such registration request may, at any notice of Demand Registration without the prior written consent of the Company until such time prior as the information contained therein is or becomes available to the effective date public generally, other than as a result of disclosure by the Holder in breach of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Companyterms of this agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Atento S.A.), Registration Rights Agreement (Atento S.A.)

Requests for Registration. (a) Subject to Section 1.2Sections 1.2 and 1.7, at any time and from time to time on or after the Effective Timedate hereof, any Series 2 Holder that owns at least 20,000 shares or all of Series 2 Preferred the Required REI Stockholders may request in writing registration under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 or Form S-2 or any similar or successor long-form registration statement (any such registration, a "LongLONG-Form Demand RegistrationFORM REGISTRATION"), ) or (ii) on Form S-3 or any similar or successor short-form registration statement (any such registration, a "ShortSHORT-Form Demand RegistrationFORM REGISTRATION") if the Company qualifies to use such short form. Within 10 days after its receipt of any such request, the Company will give written notice of such request to all other Participating Stockholders. Thereafter, the Company will use its best all reasonable efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant Requesting Investors, and to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration registration, (i) all Registrable Securities which the Requesting Investors have so requested to be included therein, and (ii) all other Registrable Securities with respect to which the Company has received written requests for inclusion therein by the Participating Stockholders within ten (10) 30 days after the their receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior subject in each case to the effective date provisions of the registration statement relating Section 1.4. Each Long-Form Registration or Short-Form Registration requested in accordance with this Section 1.1 is referred to any Demand Registration, revoke such Demand Registration request by providing written notice to the Companyherein as a "DEMAND REGISTRATION."

Appears in 2 contracts

Samples: Stock Purchase Agreement, Registration Rights Agreement (Qad Inc)

Requests for Registration. (a) Subject to Section 1.2, at any time and from time to time on or after the Effective Timedate hereof, the Xxxxxxx Holders and any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred Transferee may request registration under the Securities Act of all or part of their Registrable Securities (i) which registration shall be filed on Form S-1 or any similar long-form registration statement available to the Company (any such registration, a "Long-Form Demand Registration"), or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the such long form requested by the holder or holders making such registration request. All registrations The registration requested pursuant to this Section 1.1 are is referred to herein as a "Demand RegistrationsRegistration." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Alyn Corp)

Requests for Registration. (a) Subject to Section 1.2, at any time and from -------------------------- time to time on or after the Effective Timedate hereof, any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred the Xxxxxxx Holders may request registration under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form --------- Demand RegistrationRegistrations"), or (ii) on Form S-3 or any similar short-form -------------------- registration statement (any such registration, a "Short-Form Demand RegistrationRegistrations") if the Company qualifies to use ------------------------------- such formshort form (and the Company will use its best efforts to make short-form registration statements available for the sale of Registrable Securities). Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to this Section 1.1 are referred to herein as "Demand Registrations." ". Upon receipt of a request for a Demand Registration, --------------------- the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Four Media Co)

Requests for Registration. (a) Subject to Section Sections 1.2, 1.3 and 1.8, at any time and from time to time on or after the Effective TimeSeptember 9, 2000, any Series 2 Holder that owns at least 20,000 shares or all of Series 2 Preferred the Required LIH Stockholders, the Required BancBoston Stockholders, the Required Liberty Mutual Stockholders and the Required Mezzanine Stockholders may request in writing registration under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 or Form S-2 or any similar or successor long-form registration statement (any such registration, a "Long-Form Demand Registration"), ) or (ii) on Form S-3 or any similar or successor short-form registration statement (any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such short form. Within 10 days after its receipt of any such request, the Company will give written notice of such request to all other Participating Stockholders. Thereafter, the Company will use its best all reasonable efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant Requesting Investors, and to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration registration, (i) all Registrable Securities which the Requesting Investors have so requested to be included therein, and (ii) all other Registrable Securities with respect to which the Company has received written requests for inclusion therein by the Participating Stockholders within ten (10) 30 days after the their receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior subject in each case to the effective date provisions of the registration statement relating Section 1.5. Each Long-Form Registration or Short-Form Registration requested in accordance with this Section 1.1 is referred to any herein as a "Demand Registration, revoke such Demand Registration request by providing written notice to the Company."

Appears in 1 contract

Samples: Rights Agreement (Lund International Holdings Inc)

Requests for Registration. (a) Subject to Section 1.2A majority of the Registrable Securities may, at any time and from time to time on or after the Effective Timefollowing a Qualified Public Offering, any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred may request registration under the Securities Act of all or part any portion of their its Registrable Securities (i) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), or (ii) on Form S-2 or S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") ), if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the a short form requested by the holder or holders making such registration requestis available. All registrations requested pursuant to this Section 1.1 2(a) are referred to herein as "Demand Registrations." Upon receipt of a ". Each request for a Demand RegistrationRegistration (a "Demand Request") shall specify the approximate number of Registrable Securities requested to be registered, the anticipated method or methods of distribution, and the anticipated per share price range for such offering. Within ten days after receipt of any such Demand Request, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such requestrequested registration (which shall specify the intended method of disposition of such Registrable Securities) of the request for a Demand Registration to all holders of Registrable Securities not making such request other Holders (a "Company Notice") and the Company will include (subject to the provisions of this Agreement) in such Demand Registration registration, all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) 20 days after the receipt delivery of the Company's notice. The holders of the Registrable Securities making such Company Notice; provided, that any such registration other holder may withdraw its request may, for inclusion at any time prior to executing the effective date of underwriting agreement or, if none, prior to the applicable registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Companybecoming effective.

Appears in 1 contract

Samples: Registration Rights Agreement (Sutter Holding Co Inc)

Requests for Registration. (a) Subject to Section 1.22(e), at any time and from time to time on or following the expiration of a twelve (12) month period after the Effective Timeconsummation of the Corporation's initial public offering of Class A Common Stock, any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred Holdings may request (except as otherwise provided herein) an underwritten registration under the Securities Act of all or part up to 12% of their its Registrable Securities (i) Exhibit 10.3 Shares on Form S-1 or Form S-2 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), ) or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") ), if the Company qualifies available. Within 10 days after receipt of any request pursuant to use such form. Thereafterthis Section 2(a), the Company will use its best efforts Corporation shall send notice to promptly effect the registration holders of Registrable Shares of such Registrable Securities under request and the Securities Act on the form requested by the holder or holders making Corporation will include in such registration requestall Registrable Shares with respect to which the Corporation has received written requests for inclusion therein within 21 days after the Corporation's notice has been given for Long Form Registration and within 21 days after the Corporation's notice has been given for Short Form Registration. All registrations requested pursuant to this Section 1.1 2(a) are referred to herein as "Demand Registrations." Upon receipt ". Once the Corporation has become subject to the reporting requirements of the Securities Exchange Act, the Corporation will use its best efforts to make Short-Form Registrations available for the sale of Registrable Shares. The Demand Registrations shall each be an underwritten public offering, and if the underwriter for marketing or other reasons requests the inclusion in the registration statement of information that is not required under the Securities Act to be included in a request registration statement on the applicable form for a Demand the Short-Form Registration, the Company Corporation will give prompt written notice (in any event within three (3) Business Days after its receipt of provide such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests information as may be reasonably requested for inclusion therein within ten (10) days after by the receipt of underwriter in the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Short-Form Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Hewitt Associates Inc)

Requests for Registration. (a) Subject to Section 1.2, at any time and from time to time on or after the Effective Timedate hereof, any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred the Xxxxxxx Holders may request registration under the Securities Act of all or part of their Registrable Securities (i) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand RegistrationRegistrations"), or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Fleming Robert Inc / Da)

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Requests for Registration. (a) Subject to Section 1.2, at any time and from time to time on or after the Effective Timedate hereof, the Xxxxxxx Holders and any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred Transferee may request registration under the Securities Act of all or part of their Registrable Securities which registration shall be filed (i) on Form S-1 or any similar long-form registration statement available to the Company (any such registration, a "Long-Form Demand Registration"), or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Short Form Demand Registration") if the Company qualifies to use such form). Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three five (35) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Caliber Learning Network Inc)

Requests for Registration. (a) Subject to Section 1.2, at any time and from time to time on or after the Effective Timedate hereof, the Xxxxxxx Holders and any Series 2 Holder that owns at least 20,000 shares of Series 2 Preferred Transferee may request registration under the Securities Act of all or part of their Registrable Securities (i) which registration shall be filed on Form S-1 or any similar long-form registration statement available to the Company (any such registration, a "LongLONG-Form Demand RegistrationFORM DEMAND REGISTRATION"), or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the such long form requested by the holder or holders making such registration request. All registrations The registration requested pursuant to this Section 1.1 are is referred to herein as a "Demand RegistrationsDEMAND REGISTRATION." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration to all holders of Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) days after the receipt of the Company's notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Fleming Robert Inc / Da)

Requests for Registration. (a) Subject to the terms and conditions of this Section 1.21, (i) at any time and from time to time on or after following the Effective Timedate of this Agreement, any Series 2 Holder that owns the holders of at least 20,000 shares 35% of the Series 2 Preferred B Registrable Securities and (ii) at any time following 365 days following the date on which the Company has completed an initial public offering of its Common Stock under the Securities Act, the holders of at least 25% of either the 1997 Registrable Securities or the 2001 Registrable Securities, may request registration under the Securities Act of all or part any portion of their Registrable Securities (i) on Form S-1 or S-2 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration")provided in each case that such registration is expected to yield not less than $35,000,000 in gross proceeds, or (ii) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") Registrations”), if the Company qualifies to use such form. Thereafteravailable, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making provided that such registration requestis expected to yield not less than $10,000,000 in gross proceeds. All registrations requested pursuant to this Section 1.1 l(a) are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand Registration, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the ”. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for, such offering. Within ten days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities not making such request and will and, subject to Section 1(d) below, shall include in such Demand Registration registration (and in all related registrations and qualifications under state blue sky laws or in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has has, received written requests for inclusion therein within ten fifteen (1015) days after the receipt of the Company's ’s notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (ACA Capital Holdings Inc)

Requests for Registration. (a) Subject to Section 1.2, at At any time and from time to time on or after time, the Effective Time, any Series 2 Holder that owns holder(s) of at least 20,000 shares a majority of Series 2 Preferred the BRS Registrable Securities may request registration under the Securities Act of all or part any portion of their BRS Registrable Securities (i) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), or (ii) on Form S-2 or S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") ”), if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the a short form requested by the holder or holders making such registration requestis available. All registrations requested pursuant to this Section 1.1 2(a) are referred to herein as "Demand Registrations." Upon receipt of a ”. Each request for a Demand RegistrationRegistration (a “Demand Request”) shall specify the approximate number of BRS Registrable Securities requested to be registered, the anticipated method or methods of distribution, and the anticipated per share price range for such offering. Within ten days after receipt of any such Demand Request, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such requestrequested registration (which shall specify the intended method of disposition of such Registrable Securities) of the request for a Demand Registration to all holders of Registrable Securities not making such request other Holders (a “Company Notice”) and the Company will include (subject to the provisions of this Agreement) in such Demand Registration registration, all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) 20 days after the receipt delivery of the Company's notice. The holders of the Registrable Securities making such Company Notice; provided, that any such registration other Holder may withdraw its request may, for inclusion at any time prior to executing the effective date of underwriting agreement or, if none, prior to the applicable registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Companybecoming effective.

Appears in 1 contract

Samples: Registration Rights Agreement (Lazy Days R.V. Center, Inc.)

Requests for Registration. (a) Subject to Section 1.2, at At any time and from time to time on or after the Effective TimeOctober 1, 2003, any Series 2 Holder that owns or Holders who collectively hold Registrable Securities representing at least 20,000 shares 5% of Series 2 Preferred may request registration the Registrable Securities then outstanding shall have the right (subject to the limitations set forth below), exercisable by written notice to the Company (each, a "Registration Request"), to have the Company prepare and file with the Commission a Registration Statement under the Securities Act of all or part of their covering the Registrable Securities that are the subject of such Registration Request (i) on Form S-1 or any similar long-form registration statement (any such registrationeach, a "Long-Form Demand Registration"), or (ii) on Form S-3 or any similar short-form registration statement (. Within 10 days after receipt of any such registration, a "Short-Form Demand Registration") if the Company qualifies to use such form. Thereafter, the Company will use its best efforts to promptly effect the registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to this Section 1.1 are referred to herein as "Demand Registrations." Upon receipt of a request for a Demand RegistrationRegistration Request, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a Demand Registration Request to all holders other Holders of Registrable Securities. The Company shall include such other Holders' Registrable Securities not making such request and will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein Statement if they have responded affirmatively within ten (10) 10 days after the receipt of the Company's notice. The holders Company shall, within 60 days of receiving a Demand Request, file a Registration Statement with the SEC covering the offering and sale of the Registrable Securities making any which the Holders have requested to be included in such registration request mayRegistration Statement; provided, at any time prior to the effective date of that for so long as the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to be filed in connection with the Company.'s private placement of Ordinary Shares as described in the Company's Amended Confidential Private Placement Memorandum, dated December 10, 2002, as the same may be amended or supplemented, has been filed and has become and remains effective (the "Effectiveness Condition"), the Company shall not be required to file a Registration Statement pursuant to this Section 2(a) prior to January 1,

Appears in 1 contract

Samples: Registration Rights Agreement (Amarin Corp Plc\uk)

Requests for Registration. (a) Subject to Section 1.2Sections 1(b) through (e) below, (i) at any time and from time to time on or after , 2017, the Effective Time, any Series 2 Holder that owns at least 20,000 shares holders of Series 2 Preferred a majority of the Registrable Securities may request registration registration, whether underwritten or not, under the Securities Act of all or part any portion of their respective Registrable Securities (iA) on Form S-1 or any similar long-form registration statement (any such registration, a "Long-Form Demand Registration"), or (iiB) on Form S-3 or any similar short-form registration statement (any such registration, a "Short-Form Demand Registration") ”), if the Company qualifies to use such formavailable. Thereafter, the Company will use its best efforts to promptly effect the The registration of such Registrable Securities under the Securities Act on the form requested by the holder or holders making such registration request. All registrations requested pursuant to as described in this Section 1.1 are 1 shall be referred to herein as "a “Demand RegistrationsRegistration." Upon receipt of a ” Any request for a Demand Registration will specify the approximate number of Registrable Securities requested to be registered, the anticipated per share price range for such offering (which range may be revised from time to time by the Persons initiating such Demand Registration by written notice to the Company to that effect), and whether the Demand Registration will be underwritten. Each request for a Demand Registration and each request for inclusion in such Demand Registration, shall also specify the manner and disposition of the Registrable Securities included therein. Within 10 days after receipt of any such request, the Company will give prompt written notice (in any event within three (3) Business Days after its receipt of such request) of the request for a requested Demand Registration to all other holders of Registrable Securities not making such request and Securities, and, subject to any restrictions contained herein, will include in such Demand Registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within ten (10) 15 days after the receipt of the Company's ’s notice. The holders of the Registrable Securities making any such registration request may, at any time prior to the effective date of the registration statement relating to any Demand Registration, revoke such Demand Registration request by providing written notice to the Company.

Appears in 1 contract

Samples: Registration Rights Agreement

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