Demand Registration Right. Beginning after June 1, 1999, the Holder shall have one right to demand, by providing written notice to the Company (the "Demand Registration Right"), that the Company file a registration statement on Form S-3 to register Warrant Shares for resale by the Holder in an offering that is not underwritten (the "Registration Statement"). The Company agrees to use its best efforts (i) to file the Registration Statement with the Securities and Exchange Commission ("SEC") within one hundred eighty (180) days of receipt of the Holder's notice of its exercise of the Demand Registration Right, (ii) to obtain the effectiveness of the Registration Statement and (iii) to keep such Registration Statement effective for a period of sixty (60) days after its effectiveness. The Holder agrees that it will cease making offers and sales under the Registration Statement upon the giving of any notice (the "Notice") by the Company that the Registration Statement must be amended or supplemented. If the Company shall give any such notice, the Company will agree to keep the Registration Statement effective after it is amended or supplemented for such period of time equal to the sum of (i) the number of days beginning with the date of the Notice to the date the Holder has received an effective amended prospectus or a supplemented prospectus plus (y) sixty (60) less the number of days the Registration Statement was useable by the Holder prior to the Notice. If the Registration Statement is not filed with the SEC by the one hundred eightieth (180th) day after the Company's receipt of the Holder's notice of its exercise of the Demand Registration Right, the Holder shall have the right to a Cashless Exercise (as defined in Exhibit A attached hereto) of the Warrant Shares provided that the then current Market Price (as defined in Exhibit A attached hereto) exceeds the then current Exercise Price.
Demand Registration Right. At any time during the Exercise Period and for a maximum period of five years following the date of the Prospectus, Holders of Warrants whose holdings thereof comprise a majority of the Warrant Shares issuable upon exercise of said Warrants (provided the number of Warrant Shares is not less than 65,000), shall have the right to require the Company (a) to prepare and file with the Commission up to one new registration statement under the Act (or, in lieu thereof, a post-effective amendment or amendments to the Registration Statement, if then permitted under the Act), covering all or any portion of the Warrants and the Warrant Shares and to use its best efforts to obtain promptly and maintain the effectiveness thereof for at least nine consecutive months and (b) to register or qualify the Subject Warrants and Warrant Shares for sale in up to ten states identified by such holders. The Company covenants and agrees to give written notice of any registration request under this Section 12.1 by any Holder or Holders to all other registered Holders of the Warrants and the Warrant Shares within ten days from the date of the receipt of any such registration request. Notwithstanding anything to the contrary contained herein, if the Company shall not have filed a registration statement for the Warrant Shares within the time period specified in Section 12.3(a) hereof pursuant to the written notice specified in Section 12, 1 of a Majority or the Holders of the Warrants and/or Warrant Shares, the Company shall have the option, upon the written notice of election of a Majority of the Holders of the Warrants and/or Warrant Shares, to repurchase (i) any and all Warrant Shares at the higher of the Market Price per Share of Common Stock on (x) the date of notice sent pursuant to Section 12.1 or (y) the expiration of the period specified in Section 12.3(a) and (ii) any and all Warrants at such Market Price less the Exercise Price of such Warrant. Such repurchase shall be in immediately available funds and shall close within two days after the later of (i) the expiration of the period specified in Section 12.3(a) or (ii) the delivery of the written notice of election specified in this Section 12.1. Notwithstanding the foregoing, if the Company shall inform the Holders requesting the filing of a registration statement pursuant to this Section 12.1 that, in the good faith judgment of the Board of Directors of the Company, it would be seriously detrimental to the Company and its sh...
Demand Registration Right. (a) From and after the date of an IPO, at any time the Company does not qualify for the use of Form S-3 promulgated under the Securities Act (or any successor form to Form S-3, or any similar short-form Registration Statement), (i) each Holder or group of Holders of Registrable Securities, which collectively hold (together with their Affiliates) Registrable Securities that constitute, in the aggregate, at least fifteen percent (15%) of the outstanding Issuer Units (collectively, the “Initiating Demand Holders”), may make a written request (specifying the intended method of disposition, such as an underwritten offering or a block trade, and the amount of Registrable Securities proposed to be sold) that the Company effect, and the Company shall use its reasonable best efforts to effect, a registration of its Issuer Units under the Securities Act (a “Demand Registration”) of all or any requested portion of the Registrable Securities collectively held by such Holders (subject to SECTION 2.4(a)); provided that the Company shall not be obligated to effect such registration until after the expiration of any lock-up agreements entered into by the Initiating Demand Holders in connection with the IPO or (ii) the Board of Directors may determine to commence a registration of Registrable Securities held by Holders under the Securities Act (a “Company Initiated Resale Registration”), and the Company shall use its reasonable best efforts to effect a registration of Registrable Securities for all Holders that exercise piggyback registration rights under SECTION 2.2 (subject to SECTION 2.4(a)).
Demand Registration Right. FBI shall, subject to the conditions of Section 10(c) of this Agreement, if requested by any Holder, including DCB and any permitted transferee ("Selling Shareholder"), promptly prepare and file a registration statement under the Securities Act, if such registration is necessary in order to permit the sale or other disposition of any or all shares of FBI Common Stock or other securities that have been acquired by or are issuable to the Selling Shareholder upon exercise of the Option in accordance with the intended method of sale or other disposition stated by the Selling Shareholder in such request, including without limitation a "shelf" registration statement under Rule 415, promulgated under the Securities Act, or any successor provision, and FBI shall use its reasonable best efforts to qualify such shares or other securities for sale under any applicable state securities laws.
Demand Registration Right. (a) Commencing upon the earlier of (i) the expiration of the Lock Up Period and (ii) October 1, 2014, if a registration statement for an Initial Public Offering has not been declared effective by the Commission by such date (provided however, that the Shareholder shall not exercise its registration rights under this clause (ii) if by September 30, 2014 the Company has filed a registration statement relating to the Initial Public Offering with the Commission that is publicly available on the Commission’s XXXXX website and continues to use its commercially reasonable best efforts to complete the Initial Public Offering), the Shareholder may request registration under the Securities Act of all or any portion of its Registrable Securities representing not less than seven and one-half percent (7.5%) of the issued and outstanding Common Shares or having an aggregate market value of at least $30.0 million on Form F-1 or S-1 or any successor form thereto (each a “Long-Form Registration”). Each request for a Long-Form Registration shall specify the approximate number of Registrable Securities required to be registered and whether or not the registration is to be made on a delayed or continuous basis pursuant to Rule 415 of the Securities Act. The Company shall cause a Registration Statement on Form F-1 or S-1 (or any successor form) to be filed with the Commission within forty-five (45) days after the date on which the initial request is given and shall use its commercially reasonable best efforts to cause such Registration Statement to be declared effective by the Commission as soon as practicable thereafter. The Company shall not be required to effect a Long-Form Registration more than three times for the Shareholder, and a Registration Statement shall not count as a Long-Form Registration requested under this Section 2.01(a) unless and until it has become effective and the Shareholder is able to register and sell at least two-thirds (66.67%) of the Registrable Securities requested to be included in such registration.
Demand Registration Right. (a)Upon the written request of Holders of at least 25% of the Registrable Securities that the Company effect the registration with the SEC under and in accordance with the provisions of the Securities Act of all or part of such Holder's or Holders' Registrable Securities and specifying the aggregate number of shares of Registrable Securities requested to be registered and the name or names of the proposed managing underwriter or underwriters (or in the case of a Designated Shelf Registration, the intended method of distribution and the name or names of any managing underwriters or agents), the Company will use all commercially reasonable efforts to file a Registration Statement covering such Holder's or Holders' Registrable Securities requested to be registered within 20 Business Days after receipt of such request for disposition pursuant to an underwritten offering (or, in the case of a Designated Shelf Registration, the intended method of distribution) (the terms of such underwritten offering or other distribution to be determined by the Holders of a majority of the Registrable Securities so requested to be registered); PROVIDED, HOWEVER, that the Company shall not be required to take any action pursuant to this Section 4:
Demand Registration Right. Issuer shall, subject to the conditions of Section 10(c) of this Agreement, if requested by any Holder, including Grantee and any permitted transferee ("Selling Shareholder"), promptly prepare and file a registration statement under applicable laws and regulations, if such registration is necessary in order to permit the sale or other disposition of any or all shares of Issuer Common Stock or other securities that have been acquired by or are issuable to the Selling Shareholder upon exercise of the Option in accordance with the intended method of sale or other disposition stated by the Selling Shareholder in such request, including without limitation a "shelf" registration statement under applicable laws and regulations, and Issuer shall use its best efforts to qualify such shares or other securities for sale under any applicable state securities laws.
Demand Registration Right. The Managing Underwriters have one demand registration right with respect to the Registrable Securities under this Section 2. Either Managing Underwriter may exercise this demand right during the period beginning on the first anniversary of the date hereof and ending on the fifth anniversary of the date hereof or the expiration of the Managing Underwriters' Warrant, if later. Such demand right must be exercised in writing and must satisfy the notice requirements to the Company as set forth in Section 10(d) herein. A Managing Underwriter need not be a Holder to exercise this demand right. This demand right shall continue to exist until it expires pursuant to this Section 2(a), or a Shelf Registration Statement demanded under this Section 2(a) becomes effective.
Demand Registration Right. Beginning after January 1, 2002, PharmaBio shall have the right to demand, by providing written notice to Scios (the “Demand Registration Right”), that Scios file a registration statement on Form S-3 to register Warrant Shares for resale by PharmaBio in an offering that is not underwritten (the “Registration Statement”) provided, however, that Scios shall not be obligated to effect such a registration more than once in any rolling twelve-month period or after two such registrations have been effected. Scios agrees to use its best efforts (i) to file the Registration Statement with the Securities and Exchange Commission (“SEC”) within 30 days of receipt of PharmaBio’s notice of its exercise of the Demand Registration Right and (ii) to obtain the effectiveness of the Registration Statement within 90 days of receipt of such notice, and to keep such Registration Statement continuously effective under the Securities Act until such time as the earlier to occur of 180 days, or until the holder’s have completed the distribution described in such Registration Statement. PharmaBio agrees that it will cease making offers and sales under the Registration Statement upon the giving of any notice (the “Notice”) by Scios that the Registration Statement must be amended or supplemented.
Demand Registration Right. (a) At any time after the date that is six (6) months after the later to occur of the date of this Agreement or the date of the closing of the Company's initial public offering of Company Common Stock registered pursuant to the 1933 Act (the "IPO"), UAL may request in writing that the Company file a registration statement under the 1933 Act covering the registration of Shares then held by UAL (a "Demand Registration"). Within sixty (60) days after the date on which the Company receives such a request, the Company shall file a registration statement under the 1933 Act covering all Shares that UAL has requested to be included in the registration. The Company shall use its commercially reasonable best efforts to cause such registration statement to become effective within ninety (90) days after the filing referenced in the preceding sentence. The Company will keep the Demand Registration current and effective for at least one hundred twenty (120) days (or a shorter period during which the UAL shall have sold all Shares covered by the Demand Registration).
