Additional Demand Registration. If with respect to the last registration permitted to be exercised by the Holders of Registrable Securities under Section 2.1, the Holders are unable to register all of their Registrable Securities because of the operation of Section 2.4 hereof, such Holders shall be entitled to require the Company to effect one additional registration to afford the Holders an opportunity to register all such Registrable Securities. Such additional registration shall again be subject to the provisions of this Section 2.
Additional Demand Registration. Subject to the provisions hereof, if at any time the Company ceases to be eligible under applicable law to register resales of Registrable Securities on a Shelf Registration Statement, any one or more Demand Holders shall have the right to require the Company to file a Registration Statement registering for sale all or part of the Registrable Securities of such Demand Holder under the Securities Act (an “Additional Demand Registration”) by delivering a written request therefor to the Company (i) specifying the number of Registrable Securities to be included in such registration and (ii) containing all information about such Demand Holder required to be included in such Registration Statement in accordance with applicable law. As soon as practicable after the receipt of such demand, the Company shall use commercially reasonable efforts to effect such registration (including appropriate qualification under applicable blue sky or other state securities laws and appropriate compliance with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) of the Registrable Securities that the Company has been so requested to register. The Company shall not be obligated to effect more than one Additional Demand Registration pursuant to this Registration Rights Agreement.
Additional Demand Registration. If at least seventy-five percent (75%) of the Registrable Securities proposed to be registered in such Demand Registration are not included in such Demand Registration, then the General Atlantic Stockholders as a group shall have the right to require the Company to effect an additional registration under the Securities Act of all or part of the Registrable Securities held by such General Atlantic Stockholders in accordance with the provisions of this Section 3, and the Company shall pay the Registration Expenses in connection with such additional registration.
Additional Demand Registration. Notwithstanding any other provision of this Section 5.1, at any time or from time to time, if the Company effects the registration of less than all of the Registrable Securities requested to be registered pursuant to Section 5.1(a), the parties entitled to request a registration under Section 5.1(a) shall be entitled to request an additional registration pursuant to Section 5.1(a). Any such registration that shall be requested shall be effected in all other respects in accordance with the terms of Section 5.1, and the Company shall pay all customary Registration Expenses in connection with any such registration, subject to the limitations set forth in Section 5.7. This provision shall apply successively in the event that any holder of Registrable Securities shall continue to hold Registrable Securities solely as a result of Section 5.1(j).
Additional Demand Registration. Notwithstanding any other provision of this Section 5.1, at any time or from time to time, if the Company effects the registration of less than seventy percent (70%) of all of the Registrable Securities requested to be registered pursuant to Section 5.1(a), the holders of a majority of the Series A Registrable Securities, Series B Registrable Securities and Series C Registrable Securities, as the case may be, shall be entitled to request an additional registration pursuant to Section 5.1(a); provided, however, that in no event shall the holders of a majority of the Series A Registrable Securities, Series B Registrable Securities and Series C Registrable Securities, as the case may be, be entitled to request more than one such additional registration pursuant to this Section 5.1(i). Any such registration shall be requested, effected and in all other respects in accordance with the terms of Section 5.1(a), and the Company will pay all Registration Expenses in connection with any such registration. This provision shall apply successively in the event that any holder of Registrable Securities shall continue to hold Registrable Securities solely as a result of Section 5.1(h).
Additional Demand Registration. Notwithstanding any other provisions of this Section 2, at any time or from time to time, if, solely as a result of the operation of Section 2(j), the Company effects the registration of less than 80% of (x) the Registrable Securities requested to be registered pursuant to Section 2(a), (y) the Registrable Securities requested to be registered pursuant to Section 2(b), or (z) the Registrable Securities requested to be registered pursuant to Section 2(c) and the amount which is less than such 80% threshold has not been registered pursuant to a subsequent incidental registration pursuant to Section 2(e), the holders of not less than 50% of the remaining Registrable Securities owned or held by Harvard, the Voting Trust or Vestar and/or Vestar Capital, as the case may be, shall be entitled to request an additional registration pursuant to Section 2(a), Section 2(b), or Section 2(c), as the case may be. Any such registration shall be requested and effected in accordance with the terms of this Section 2, and the Company will pay all Registration Expenses in connection with any such registration but only to the same extent as the Company was required to pay such Registration Expenses pursuant to Section 2(g) in connection with the registration pursuant to which such Holders initially requested registration.
Additional Demand Registration. Subject to the provisions hereof, if at any time the Company ceases to be eligible under applicable Law to register resales of Registrable Securities on a Shelf Registration Statement, any one or more Demand Holders shall have the right to require the Company to file a Registration Statement registering for sale all or part of the Registrable Securities of such Demand Holder under the Securities Act (an “Additional Demand Registration”) by delivering a written request therefor to the Company (i) specifying the number of Registrable Securities to be included in such registration and (ii) containing all information about such Demand Holder required to be included in such Registration Statement in accordance with applicable Law. Within 15 days after receipt of demand for an Additional Demand Registration, the Company shall give written notice of the Additional Demand Registration (the “Additional Demand Notice”) to all other Holders and shall include in the Registration Statement all Registrable Securities, which are not otherwise already covered by an effective Registration Statement, with respect to which the Company has received written requests for inclusion therein within 10 days after sending the Additional Demand Notice. As soon as practicable after expiration of such, 10 day period, the Company shall use 81072182v.2 0026183/00012 commercially reasonable efforts to effect such registration (including appropriate qualification under applicable blue sky or other state securities laws and appropriate compliance with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) of the Registrable Securities that the Company has been so requested to register. The Company shall not be obligated to effect more than one Additional Demand Registration pursuant to this Registration Rights Agreement.
Additional Demand Registration. In case the Company shall receive from any Holder or Holders of a majority of the Registrable Securities a written request or requests that the Company effect a registration on Form S-3 and any related qualification or compliance with respect to any remaining Registrable Securities owned by such Holder or Holders, after the date sixty (60) days subsequent to the last day of effectiveness of the registration statement described in Section 3.1 above, the Company will:
(a) promptly give written notice of the proposed registration, and any related qualification or compliance, to all other Holders of Registrable Securities; and
(b) as soon as practicable, effect such registration and all such qualifications and compliances as may be so requested and as would permit or facilitate the sale and distribution of all or such portion of such Holder's Registrable Securities as are specified in such request, together with all or such portion of the Registrable Securities of any other Holder or Holders joining in such request as are specified in a written request given within fifteen (15) days
Additional Demand Registration. Notwithstanding the foregoing, at such time as any of the Investors is considered a control person within the meaning of Section 15 of the Securities Act or Section 20 of the Securities Exchange Act of 1934 as amended (the "EXCHANGE ACT") the Lead Investor shall have the right to demand one additional mandatory registration on the same terms as set forth in Section 2.1, except that for such additional mandatory registration, the "FILING DEADLINE" shall be 30 days after the demand for registration by the Lead Investor and the term "ADDITIONAL REGISTRATION STATEMENT" shall replace the term "Initial Registration Statement" and such additional registration shall not be required to include any shares that are then currently included in an effective registration statement, whether filed under Section 2.1 or otherwise.
Additional Demand Registration. If the Company effects the registration of less than all of the Registrable Securities owned by the Ball Shareholders pursuant to the Demand Registration pursuant to Subsection 2(a) (or ELM purchases less than all of the Registrable Securities owned by the Ball Shareholders in lieu of such registration pursuant to Subsection 2(d)), the Qualified Demand Shareholders may, at any time after six months have elapsed since the effective date of such Demand Registration (or the date of such purchase by ELM) and prior to the eighth anniversary of the date hereof, request a second Demand Registration if at such time an Initial Public Offering has not been consummated. Any such Demand Registration shall be requested, effected and in all other respects be in accordance with the terms of the first Demand Registration.
