Common use of Demand Procedures Clause in Contracts

Demand Procedures. Within ten (10) Business Days after receipt by the Company of a written registration request pursuant to Section 1.1.1 (which request shall specify the number of shares of Common Stock proposed to be registered and sold and the manner in which such sale is proposed to be effected), the Company shall promptly give written notice to all other Holders of the proposed demand registration, and such other Holders shall have the right to join in the proposed registration and sale, upon written request to the Company (which request shall specify the number of shares proposed to be registered and sold) within five (5) Business Days after receipt of such notice from the Company. The Company shall thereafter, as expeditiously as practicable, use its commercially reasonable efforts to (i) file with the SEC under the Act a registration statement on the appropriate form concerning all Registrable Securities specified in the demand request and all Registrable Securities with respect to which the Company has received the written request from the other Holders and (ii) cause the registration statement to be declared effective. At the request of participating Holders holding a majority of the Registrable Securities being registered, the Company use its commercially reasonable efforts to cause each offering pursuant to Section 1.1.1 to be managed, on a firm commitment basis, by a recognized regional or national underwriter selected by the Company and approved by such participating Holders, such approval not to be unreasonably withheld, conditioned or delayed. All Holders proposing to distribute their securities through such underwriting shall enter into an underwriting agreement in customary form. The Company shall not be obligated to effect more than three registrations requested by the Holders under Section 1.1.1; provided, however, that any such request shall be deemed satisfied only when a registration statement covering more than seventy-five percent (75%) of the Registrable Securities specified in notices received as aforesaid, for sale in accordance with the method of disposition specified by the Holders, has become effective.

Appears in 1 contract

Samples: Registration Rights Agreement (Keyw Holding Corp)

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Demand Procedures. Within ten (10) Business Days after receipt by the Company of a written registration request pursuant to under Section 1.1.1 (which request shall specify the number of shares of Common Stock proposed to be registered and sold and the manner in which such sale is proposed to be effected), the Company shall promptly give written notice to all other Holders of the proposed demand registration, and such other Holders shall have the right to join in the proposed registration and sale, upon written request to the Company (which request shall specify the number of shares proposed to be registered and sold) within five (5) Business Days after receipt of such notice from the Company. The Company shall thereafter, as expeditiously as practicable, use its commercially reasonable efforts to (i) file with the SEC under the Act a registration statement on the appropriate form concerning all Registrable Securities specified in the demand request and all Registrable Securities with respect to which the Company has received the written request from the other Holders and (ii) cause the registration statement to be declared effective. At the request of participating the Holders holding a majority of the Registrable Securities being registeredrequesting registration, the Company use its commercially reasonable efforts to shall cause each offering pursuant to Section 1.1.1 to be managed, on a firm commitment basis, by a recognized regional or national underwriter selected by the Company participating Holders and approved by such participating Holdersthe Company, such approval not to be unreasonably withheld, conditioned or delayed. All Holders proposing to distribute their securities through such underwriting shall enter into an underwriting agreement in customary form. The Company shall not be obligated to effect more than three two registrations requested by the Holders under Section 1.1.1; 1.1.1(a), provided, however, that any such request shall be deemed satisfied only when a registration statement covering more than seventy-five percent (75%) % of the Registrable Securities specified in notices received as aforesaid, for sale in accordance with the method of disposition specified by the Holders, has become effective.

Appears in 1 contract

Samples: Registration Rights Agreement (Liquidity Services Inc)

Demand Procedures. Within ten (10) Business Days after receipt by the Company of a written registration request pursuant to under Section 1.1.1 (which request shall specify the number of shares of Common Stock proposed to be registered and sold and the manner in which such sale is proposed to be effected), the Company shall promptly give written notice to all other Holders of the proposed demand registration, and such other Holders shall have the right to join in the proposed registration and sale, upon written request to the Company (which request shall specify the number of shares proposed to be registered and sold) within five ten (510) Business Days after receipt of such notice from the Company. The Company shall thereafter, as expeditiously as practicable, use its commercially reasonable efforts to (i) file with the SEC under the Act a registration statement on the appropriate form concerning all Registrable Securities specified in the demand request and all Registrable Securities with respect to which the Company has received the written request from the other Holders and (ii) cause the registration statement to be declared effective. At the request of participating the Holders holding a majority of the Registrable Securities being registeredrequesting registration, the Company use its commercially reasonable efforts to shall cause each offering pursuant to Section 1.1.1 to be managed, on a firm commitment basis, by a recognized regional or national underwriter selected by the Company participating Holders and approved by such participating Holdersthe Company, such approval not to be unreasonably withheld, conditioned or delayed. All Holders proposing to distribute their securities through such underwriting shall enter into an underwriting agreement in customary form. The Company shall not be obligated to effect more than three (3) registrations requested by the Holders under Section 1.1.1; , provided, however, that any such request shall be deemed satisfied only when a registration statement covering more than seventy-five percent (75%) all of the Registrable Securities specified in notices received as aforesaid, for sale in accordance with the method of disposition specified by the Holders, has become effective.

Appears in 1 contract

Samples: Registration Rights Agreement (Double-Take Software, Inc.)

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Demand Procedures. Within ten (10) Business Days after receipt by the Company of a written registration request pursuant to under Section 1.1.1 (which request shall specify the number of shares of Common Stock proposed to be registered and sold and the manner in which such sale is proposed to be effected), the Company shall promptly give written notice to all other Holders of the proposed demand registration, and such other Holders shall have the right to join in the proposed registration and sale, upon written request to the Company (which request shall specify the number of shares proposed to be registered and sold) within five (5) Business Days after receipt of such notice from the Company. The Company shall thereafter, as expeditiously as practicable, use its commercially reasonable efforts to (i) file with the SEC under the Act a registration statement on the appropriate form concerning all Registrable Securities specified in the demand request and all Registrable Securities with respect to which the Company has received the written request from the other Holders and (ii) cause the registration statement to be declared effective. At the request of participating Holders holding a majority of the Registrable Securities being registered, the Company use its commercially reasonable efforts to shall cause each offering pursuant to Section 1.1.1 to be managed, on a firm commitment basis, by a recognized regional or national underwriter selected by the Company such participating Holders and approved by such participating Holdersthe Company, such approval not to be unreasonably withheld, conditioned or delayed. All Holders proposing to distribute their securities through such underwriting shall enter into an underwriting agreement in customary form. The Company shall not be obligated to effect more than three two registrations requested by the Holders under Section 1.1.1; , provided, however, that any such request shall be deemed satisfied only when a registration statement covering more than seventy-five percent (75%) % of the Registrable Securities specified in notices received as aforesaid, for sale in accordance with the method of disposition specified by the Holders, has become effective.

Appears in 1 contract

Samples: Registration Rights Agreement (American Public Education Inc)

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