Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 64 contracts
Samples: Registration Rights Agreement (Medimmune Inc /De), Registration Rights Agreement (Chiron Corp), Registration Rights Agreement (SLM Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 57 contracts
Samples: Registration Rights Agreement (Nii Holdings Inc), Registration Rights Agreement (ShengdaTech, Inc.), Registration Rights Agreement (Atherogenics Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 35 contracts
Samples: Registration Rights Agreement (Midway Games Inc), Registration Rights Agreement (Kulicke & Soffa Industries Inc), Registration Rights Agreement (Ivax Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 33 contracts
Samples: Registration Rights Agreement (Excel Maritime Carriers LTD), Registration Rights Agreement (Sepracor Inc /De/), Registration Rights Agreement (Atlantic Coast Airlines Holdings Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Trust or its affiliates Affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Company or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 11 contracts
Samples: Registration Rights Agreement (PermRock Royalty Trust), Registration Rights Agreement (Boaz Energy II, LLC), Registration Rights Agreement (PermRock Royalty Trust)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 9 contracts
Samples: Registration Rights Agreement (Sunterra Corp), Registration Rights Agreement (Audiocodes LTD), Registration Rights Agreement (Alaska Air Group Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 7 contracts
Samples: Registration Rights Agreement (Option Care Inc/De), Registration Rights Agreement (Millipore Corp /Ma), Registration Rights Agreement (United Dominion Realty Trust Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Issuers or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) subsidiaries shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 6 contracts
Samples: Registration Rights Agreement (Foster Wheeler Inc), Registration Rights Agreement (Foster Wheeler LTD), Registration Rights Agreement (Foster Wheeler Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 6 contracts
Samples: Registration Rights Agreement (Usinternetworking Inc), Registration Rights Agreement (Lam Research Corp), Registration Rights Agreement (Efficient Networks Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Buyers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 6 contracts
Samples: Registration Rights Agreement (MAGELLAN GOLD Corp), Registration Rights Agreement (Golden Minerals Co), Registration Rights Agreement (Golden Minerals Co)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Subscribers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 6 contracts
Samples: Registration Rights Agreement (Brigus Gold Corp.), Registration Rights Agreement (Apollo Gold Corp), Registration Rights Agreement (Apollo Gold Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 5 contracts
Samples: Registration Rights Agreement (Advanced Medical Optics Inc), Registration Rights Agreement (Advanced Medical Optics Inc), Registration Rights Agreement (Pioneer Companies Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Holder or subsequent Holders of Registrable Securities if such Initial Holder or subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 5 contracts
Samples: Registration Rights Agreement (PNM Resources Inc), Registration Rights Agreement (PNM Resources Inc), Registration Rights Agreement (Public Service Co of New Mexico)
Approval of Holders. Whenever the consent or approval of Holders holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders holders of Registrable Securities if such subsequent Holders holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders holders of such required percentage.
Appears in 5 contracts
Samples: Registration Rights Agreement (Wind River Systems Inc), Registration Rights Agreement (Atmel Corp), Registration Rights Agreement (Atmel Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Subscriber or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 4 contracts
Samples: Subscription Agreement (Jipangu Inc), Registration Rights Agreement (Stockgroup Information Systems Inc), Registration Rights Agreement (Apollo Gold Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders holders of Registrable Securities if such subsequent Holders holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 4 contracts
Samples: Registration Rights Agreement (Atlantic Coast Airlines Inc), Registration Rights Agreement (Atria Communities Inc), Registration Rights Agreement (Whole Foods Market Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Buyer or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 4 contracts
Samples: Registration Rights Agreement (Golden Minerals Co), Registration Rights Agreement (Golden Minerals Co), Registration Rights Agreement (Golden Minerals Co)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Viseon Inc), Registration Rights Agreement (Viseon Inc), Registration Rights Agreement (Viseon Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (American Home Mortgage Investment Corp), Registration Rights Agreement (At Home Corp), Registration Rights Agreement (Xcel Energy Inc)
Approval of Holders. Whenever the consent or approval of Holders ------------------- of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Danaher Corp /De/), Registration Rights Agreement (Lowes Companies Inc), Registration Rights Agreement (Marriott International Inc /Md/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates subsidiaries (as such term is defined in Rule 405 under the Securities Act) or Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if as such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securitiesterm is defined in Rule 144) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Jefferies Group Inc /De/), Registration Rights Agreement (Leucadia National Corp), Registration Rights Agreement (Jefferies Group Inc /De/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates Affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Stilwell Financial Inc), Registration Rights Agreement (Franklin Resources Inc), Registration Rights Agreement (Neuberger Berman Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Cox Communications Inc /De/), Registration Rights Agreement (Cox Communications Inc /De/), Registration Rights Agreement (Osi Pharmaceuticals Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders holders of Registrable Securities if such subsequent Holders holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Bolder Technologies Corp), Registration Rights Agreement (Bolder Technologies Corp), Registration Rights Agreement (Bolder Technologies Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Genome Therapeutics Corp), Registration Rights Agreement (Endeavour International Corp), Registration Rights Agreement (Xoma LTD /De/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Trust or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Company or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Whiting USA Trust II), Registration Rights Agreement (Whiting Usa Trust I), Registration Rights Agreement (Whiting Petroleum Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Legg Mason Inc), Registration Rights Agreement (Laboratory Corp of America Holdings), Registration Rights Agreement (TJX Companies Inc /De/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Province Healthcare Co), Registration Rights Agreement (Regeneron Pharmaceuticals Inc), Registration Rights Agreement (Province Healthcare Co)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers xxxx Xxxxxxx Xxxxx or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Affiliated Managers Group Inc), Registration Rights Agreement (Affiliated Managers Group Inc), Registration Rights Agreement (Affiliated Managers Group Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable SecuritiesSecurities or other securities of the Company) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 3 contracts
Samples: Registration Rights Agreement (Aphria Inc.), Note Purchase Agreement, Note Purchase Agreement (Opko Health, Inc.)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in either the numerator or denominator in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Note Purchase Agreement (Grupo Financiero Galicia Sa), Registration Rights Agreement (Grupo Financiero Galicia Sa)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of f such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Atmel Corp), Registration Rights Agreement (Atmel Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Avatar Holdings Inc), Registration Rights Agreement (Ocwen Financial Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Placement Agents or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Sanmina Corp/De), Registration Rights Agreement (Itc Deltacom Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Company, the Guarantor or its affiliates (as such term is defined in Rule 405 under the Securities Act) their Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Northwest Airlines Inc /Mn), Registration Rights Agreement (Northwest Airlines Inc /Mn)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company and each Guarantor or its affiliates any of their “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Arvinmeritor Inc), Registration Rights Agreement (Arvinmeritor Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (LSB Industries Inc), Registration Rights Agreement (LSB Industries Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Investors or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (McMoran Exploration Co /De/), Registration Rights Agreement (McMoran Exploration Co /De/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Issuers or its affiliates (as such term is defined in Rule 405 under the Securities Act) their Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (America West Holdings Corp), Registration Rights Agreement (Mesa Air Group Inc)
Approval of Holders. Whenever the consent or approval of ------------------- Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Ohio Casualty Corp), Registration Rights Agreement (Resmed Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its the Trust or their respective affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Affiliated Managers Group Inc), Registration Rights Agreement (AMG Capital Trust I)
Approval of Holders. Whenever the consent or approval of Holders ------------------- of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Kohls Corporation), Registration Rights Agreement (Vishay Intertechnology Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities Securities, if the Initial Purchaser or such subsequent Holders are is deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (SL Green Operating Partnership, L.P.), Registration Rights Agreement (Sl Green Realty Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Hochschild or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Golden Minerals Co), Purchase and Sale Agreement (Golden Minerals Co)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities Securities, if the Initial Purchaser or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Informatica Corp), Registration Rights Agreement (KKR Financial Holdings LLC)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders holders of Registrable Securities if such subsequent Holders holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Kellstrom Industries Inc), Registration Rights Agreement (Bolder Technologies Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Operating Partnership, the Company or its affiliates their respective “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Essex Portfolio Lp), Registration Rights Agreement (Essex Property Trust Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Tarragon Corp), Registration Rights Agreement (Tarragon Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Advanced Micro Devices Inc), Registration Rights Agreement (Advanced Micro Devices Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Guarantor or its affiliates “affiliates” (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Medical Properties Trust Inc), Registration Rights Agreement (Medical Properties Trust Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Holders or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Grubb & Ellis Co), Registration Rights Agreement (Grubb & Ellis Co)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Apex Silver Mines LTD), Registration Rights Agreement (Apex Silver Mines LTD)
Approval of Holders. Whenever the consent or approval of Holders of ------------------- a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Tyco International LTD /Ber/), Registration Rights Agreement (Tyco International LTD /Ber/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates "affiliates" (as such term terms is defined in Rule 405 under the Securities Act405) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Suntech Power Holdings Co., Ltd.), Registration Rights Agreement (LDK Solar Co., Ltd.)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Tortoise Capital Resources Corp), Registration Rights Agreement (Tortoise Capital Resources Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Holder or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Exchange and Registration Rights Agreement (Dynegy Inc /Il/), Exchange and Registration Rights Agreement (Dynegy Inc /Il/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) controlled Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Omnicom Group Inc), Registration Rights Agreement (Omnicom Group Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Company, the Guarantor or its their affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Airtran Airways Inc), Registration Rights Agreement (PPL Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Issuers or its affiliates (as such term is defined in Rule 405 under the Securities Act) their Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Mesa Air Group Inc), Registration Rights Agreement (Amr Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Company, the Issuer or its affiliates (as such term is defined in Rule 405 under the Securities Act) their Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Lions Gate Entertainment Corp /Cn/), Registration Rights Agreement (Lions Gate Entertainment Corp /Cn/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 2 contracts
Samples: Registration Rights Agreement (Omnicom Group Inc), Registration Rights Agreement (Sierra Pacific Resources /Nv/)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.Registrable
Appears in 1 contract
Samples: Registration Rights Agreement (Isis Pharmaceuticals Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of aggregate Principal Amount of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Company, the Guarantor or its their affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Countrywide Home Loans Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates “affiliates” (as such term terms is defined in Rule 405 under the Securities Act405) (other than the Initial Purchasers Trustees or subsequent Holders of Registrable Securities Securities, if the Trustees or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (LDK Solar Co., Ltd.)
Approval of Holders. Whenever the consent consent, waiver or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Idec Pharmaceuticals Corp / De)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company any Issuer or its affiliates "affiliates" (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities Securities, if the Initial Purchaser or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Matria Healthcare Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Lead Agent or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Golden Star Resources LTD)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates “affiliates” (as such term terms is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Home Inns & Hotels Management Inc.)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities Securities, if the Initial Purchaser or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (PNC Financial Services Group Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Issuer or any of its affiliates Affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Placement Agent or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Spectrasite Holdings Inc)
Approval of Holders. Whenever the consent or approval of Holders ------------------- of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Universal Health Services Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable SecuritiesSecurities or other securities of the Company) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities a Holder if such subsequent Holders are Holder is deemed to be such affiliates an affiliate solely by reason of their its holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Istar Financial Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its their affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Freeport McMoran Copper & Gold Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by Federal-Mogul, the Company Trust or its their respective affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Placement Agents or subsequent Holders holders of Registrable Securities if such subsequent Holders holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of -------------------- Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Managers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates "affiliates" (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its the Guarantors or any of their affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Genesis Healthcare Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Diamond Offshore Drilling Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by LIN TV, the Company Guarantors or its affiliates any of their Affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Lin Television Corp)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by McKesson, the Company Trust or its their respective affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Issuer or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (American Axle & Manufacturing Holdings Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (American Express Co)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by Lomak, the Company Trust or its their respective affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Lomak Petroleum Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Openwave Systems Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Seller or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Bonanza Creek Energy, Inc.)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers or subsequent Holders of Registrable Securities if the Initial Purchasers or such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Trust or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Company or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Permian Basin Royalty Trust)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Company, the Guarantor or its affiliates (as such term is defined in Rule 405 under the Securities Act) their Affiliates (other than the Initial Purchasers or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Expressjet Holdings Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company and the Guarantors or its affiliates (as such term is defined in Rule 405 under the Securities Act) their Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or ------------------- approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Reebok International LTD)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, any Registrable Securities held by the Parent, the Company or its affiliates of either (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company Xxxx Atlantic, FSI or its their respective affiliates (as such term is defined in Rule 405 under the Securities Act) (other than the Initial Purchasers Managers or subsequent Holders Holders-of Registrable Securities if such subsequent Holders are deemed to be such affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, the Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchaser or subsequent Holders of Registrable Securities if such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Osi Pharmaceuticals Inc)
Approval of Holders. Whenever the consent or approval of Holders of a specified percentage of Registrable Securities is required hereunder, Registrable Securities held by the Company or its affiliates (as such term is defined in Rule 405 under the Securities Act) Affiliates (other than the Initial Purchasers Purchasers/Placement Agents or subsequent Holders of Registrable Securities Securities, if the Initial Purchasers/Placement Agents or such subsequent Holders are deemed to be such affiliates Affiliates solely by reason of their holdings of such Registrable Securities) shall not be counted in determining whether such consent or approval was given by the Holders of such required percentage.
Appears in 1 contract
Samples: Registration Rights Agreement (Tortoise Capital Resources Corp)