Common use of Right to Demand a Non-Shelf Registered Offering Clause in Contracts

Right to Demand a Non-Shelf Registered Offering. Upon the demand of (i) a Blackstone Entity made at any time and from time to time or (ii) a Co-Investor made after expiration of the Coordination Period, the IPO Entity will, in each case, subject to Section 2.12, facilitate in the manner described in this Agreement a non-shelf registered offering of the Alight Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. Registrable Securities requested by such Blackstone Entity or Co-Investor to be included in such offering. Any demanded non-shelf registered offering may, at the IPO Entity’s option, include Capital Stock of the IPO Entity to be sold by the IPO Entity for its own account and will also include Registrable Securities to be sold by Holders that exercise their related piggyback rights in accordance with this Agreement. Promptly upon receiving any demand (but in no event, more than 90 days after receipt of a demand for such registration), the IPO Entity shall use its reasonable best efforts to file a registration statement relating to such demand. The IPO Entity shall use its reasonable best efforts to cause such registration to promptly be declared effective under (x) the Securities Act and (y) the blue sky laws of such jurisdictions as any participating Holder or any underwriter, if any, reasonably requests.

Appears in 2 contracts

Samples: Registration Rights Agreement (Alight Inc. / DE), Registration Rights Agreement (Alight Inc. / DE)

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Right to Demand a Non-Shelf Registered Offering. Upon the demand of (i) a Blackstone Entity made at any time and from time to time or (ii) a Co-Investor made after expiration of the Coordination Period, the IPO Entity will, in each case, subject to Section 2.12, facilitate in the manner described in this Agreement a non-shelf registered offering of the Alight Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. Registrable Securities requested by such Blackstone Entity or Co-Investor to be included in such offering. Any demanded non-shelf registered offering may, at the IPO Entity’s option, include Capital Stock of the IPO Entity to be sold by the IPO Entity for its own account and will also include Registrable Securities to be sold by Holders that exercise their related piggyback rights in accordance with this Agreement. Promptly upon receiving any demand (but in no event, more than 90 days after receipt of a demand for such registration), the IPO Entity shall use its reasonable best efforts to file a registration statement relating to such demand. The IPO Entity shall use its reasonable best efforts to cause such registration to promptly be declared effective under (x) the Securities Act and (y) the blue sky laws of such jurisdictions as any participating Holder or any underwriter, if any, reasonably requests.

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Alight Inc. / DE)

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