Common use of Demand and Piggyback Rights for Shelf Takedowns Clause in Contracts

Demand and Piggyback Rights for Shelf Takedowns. Upon the demand of one or more of Blackstone or, if Genstar and Aisling are no longer subject to the transfer restrictions set forth in Section 4.3, Genstar or Aisling made at any time and from time to time, the Company will facilitate in the manner described in this Agreement a “takedown” of shares off of an effective shelf registration statement. In connection with any underwritten shelf takedown (whether pursuant to the exercise of such demand rights or at the initiative of the Company), the Holders may exercise piggyback rights to have included in such takedown shares held by them that are registered on such shelf. Notwithstanding the foregoing, Holders may not demand a shelf takedown for an offering that will result in the imposition of a lockup on the Company and the Holders unless the Registrable Securities requested to be sold by the demanding Holders in such takedown have an aggregate market value (based on the most recent closing price of the Common Stock at the time of the demand) of at least $50 million.

Appears in 2 contracts

Samples: Registration Rights Agreement (Catalent, Inc.), Registration Rights Agreement (Catalent, Inc.)

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Demand and Piggyback Rights for Shelf Takedowns. Upon Subject to Section 2.1(f), upon the demand of one or more of Blackstone or, if Genstar and Aisling are no longer subject to the transfer restrictions set forth in Section 4.3, Genstar or Aisling Rights Holders made at any time and from time to time, the Company will facilitate in the manner described in this Agreement a “takedown” of shares Registrable Securities off of an effective shelf registration statement; provided that only the Requesting Holder may demand an underwritten shelf takedown. In connection with any underwritten shelf takedown (whether pursuant to the exercise of such demand rights or at the initiative of the Company), the Rights Holders may exercise piggyback rights to have included in such takedown shares Registrable Securities held by them that are registered on such shelf. Notwithstanding the foregoing, Holders any Requesting Holder may not demand a shelf takedown for an offering that will result in the imposition of a lockup on the Company and the Rights Holders unless the Registrable Securities requested to be sold by the demanding Holders Requesting Holder in such takedown have an aggregate market value (based on the most recent closing price of the Common Stock Securities at the time of the demand) of at least $50 10 million.

Appears in 2 contracts

Samples: Registration Rights Agreement (TaskUs, Inc.), Registration Rights Agreement (TaskUs, Inc.)

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