Common use of Demand Notice Clause in Contracts

Demand Notice. Other than in connection with a Bought Deal, promptly upon receipt of a Demand Registration Request pursuant to Section 3.1.1 (but in no event more than two (2) Business Days thereafter), the Company shall deliver a written notice (a “Demand Notice”) of any such Demand Registration Request to all other Holders and the Demand Notice shall offer each such Holder the opportunity to include in the Demand Registration that number of Registrable Securities as each such Holder may request in writing. Subject to Section 3.1.7, the Company shall include in the Demand Registration all such Registrable Securities with respect to which the Company has received written requests for inclusion therein within three (3) Business Days after the date that the Demand Notice was delivered. In the event that a Demand Registration is made in connection with a Bought Deal, the notice periods set forth in this Section 3.1.3 shall not be applicable and the Company shall give the other Holders such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals are currently carried out in common market practice of its rights to participate thereunder and such Holders shall have at least 24 hours to notify the Company and the requesting Holder that they will participate in the Bought Deal, failing which, the requesting Holder shall be free to pursue the Bought Deal without the participation of such other Holders.

Appears in 3 contracts

Samples: Registration Rights Agreement (Lion Electric Co), Business Combination Agreement (Lion Electric Co), Business Combination Agreement (Northern Genesis Acquisition Corp.)

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Demand Notice. Other than in connection with a Bought Deal, promptly upon receipt of a Demand Registration Request pursuant to Section 3.1.1 (but in no event more than two (2) Business Days thereafter), the Company shall deliver a written notice (a “Demand Notice”) of any such Demand Registration Request to all other Holders and the Demand Notice shall offer each such Holder the opportunity to include in the Demand Registration that number of Registrable Securities as each such Holder may request in writing. Subject to Section 3.1.7, the Company shall include in the Demand Registration all such Registrable Securities with respect to which the Company has received written requests for inclusion therein within three (3) Business Days after the date that the Demand Notice was delivered. In the event that a Demand Registration is made in connection with a Bought Deal, the notice periods set forth in this Section 3.1.3 shall not be applicable and the Company shall give the other Holders such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals are currently carried out in common market practice of its rights to participate thereunder and such Holders shall have at least 24 hours to notify the Company and the requesting Holder BCP Investors that they will participate in the Bought Deal, failing which, the requesting Holder BCP Investors shall be free to pursue the Bought Deal without the participation of such other Holders.

Appears in 1 contract

Samples: Investor Rights Agreement (Canada Goose Holdings Inc.)

Demand Notice. Other than in connection with (i) The Investor or any Holder that beneficially owns at least a Bought Deal, promptly upon receipt majority of the Registrable Securities (a Demand Registration Request pursuant “Demanding Holder”) shall have the right at any time to Section 3.1.1 (but in no event more than two (2) Business Days thereafter), the Company shall deliver a written notice request (a “Demand Notice”) to require the Company to use reasonable best efforts to file with the SEC a Shelf Registration Statement relating to the offer and sale by such Holder of all of its Registrable Securities then outstanding (a “Demand Registration”). The Investor shall be deemed to have delivered a Demand Notice in respect of all of its Registrable Securities at the time of the execution and delivery of this Agreement, and the intended method or methods of disposition thereof shall be deemed to be as set forth in Appendix A hereto. All other requests made pursuant to this Section 3(a)(i) shall specify the number of Registrable Securities to be registered, and the intended method or methods of disposition thereof. (ii) Promptly after its receipt of a Demand Notice (but in any event within two Business Days), the Company shall give written notice of such Demand Registration Request request to all other Holders and the Demand Notice shall offer each such Holder the opportunity to include in the Demand Registration that number of all Registrable Securities as each such Holder may request in writing. Subject that have been requested by any other Holders by written notice to Section 3.1.7, the Company shall include in the Demand Registration all such Registrable Securities with respect to which the Company has received written requests for inclusion therein within three (3) two Business Days after the date that the Demand Notice was delivered. In the event that a Demand Registration is made in connection with a Bought Deal, the notice periods set forth in this Section 3.1.3 shall not be applicable and the Company shall give the other Holders such notice as is practicable under the circumstances has given the speed and urgency with which Bought Deals are currently carried out in common market practice Holders notice of its rights the request to participate thereunder and such Holders shall have at least 24 hours to notify the Company and the requesting Holder that they will participate in the Bought Deal, failing which, the requesting Holder shall be free to pursue the Bought Deal without the participation of such other Holdersfile a Shelf Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Gogo Inc.)

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Demand Notice. Other than in connection with a Bought Deal, promptly upon receipt of a Demand Registration Request pursuant to Section 3.1.1 5.1(a) (but in no event more than two three (23) Business Trading Days thereafter), the Company shall deliver a written notice (a “Demand Notice”) of any such Demand Registration Request to all other Holders Shareholder Parties and the Demand Notice shall offer each such Holder Shareholder Party the opportunity to include in the Demand Registration that number of Registrable Securities as each such Holder Shareholder Party may request in writing. Subject to Section 3.1.75.1(f) and Section 5.1(g), the Company shall include in the Demand Registration all such Registrable Securities with respect to which the Company has received written requests for inclusion therein within three five (35) Business Trading Days after the date that the Demand Notice was delivered. In the event that a Demand Registration is made in connection with a Bought Deal, the notice periods set forth in this Section 3.1.3 5.1(c) shall not be applicable and the Company shall use commercially reasonable efforts to give the other Holders Shareholder Parties such notice as is practicable under the circumstances given the speed and urgency with which Bought Deals are currently carried out in common market practice of its rights to participate thereunder and such Holders Shareholder Parties shall have at least 24 twenty-four (24) hours to notify the Company and the requesting Holder Initiating Holders that they will participate in the Bought Deal, failing which, the requesting Holder Initiating Holders and the Company shall be free to pursue the Bought Deal without the participation of such other HoldersShareholder Parties.

Appears in 1 contract

Samples: Investor Rights Agreement (Concordia International Corp.)

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