Effective Period of Demand Registrations. If Moelis or any Shareholder(s) request(s) a Demand Registration pursuant to Section 2(a) above, such Demand Registration shall not be deemed to have been effected unless such Demand Registration has been effective for a period equal to ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the date on which the SEC declares such Demand Registration effective (or if such Demand Registration is not effective during any period within such ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement), such ninety (90)-day (or three hundred (300)-day in the case of a shelf S-3 Registration Statement) period shall be extended by the number of days during such period when such Demand Registration is not effective), or such shorter period which shall terminate when all of the Registrable Securities covered by such Demand Registration have been sold pursuant to such Demand Registration or otherwise disposed of by Moelis or such Shareholder(s). If the Company shall withdraw any Demand Registration pursuant to Section 2(c) (a "Withdrawn Demand Registration"), the Shareholders of the Registrable Securities remaining unsold and originally covered by such Withdrawn Demand Registration shall be entitled to a replacement Demand Registration which (subject to the provisions of this Section 2) the Company shall use its reasonable best efforts to keep effective for a period commencing on the effective date of such Demand Registration and ending on the earlier to occur of the date (i) which is ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the effective date of such Demand Registration and (ii) on which all of the Registrable Securities covered by such Demand Registration have been sold or otherwise disposed of by Moelis or such Shareholder(s). Each such additional Demand Registration otherwise shall be subject to all of the provisions of this Agreement.
Appears in 1 contract
Samples: Registration Rights Agreement (Kinsale Capital Group, Inc.)
Effective Period of Demand Registrations. If Moelis or After any Shareholder(s) request(s) registration statement filed pursuant to a Demand Registration pursuant has become effective, the Company shall use its commercially reasonable efforts to Section 2(a) above, keep such Demand Registration shall not be deemed to have been effected unless such Demand Registration has been registration statement effective for a period equal to ninety (90) 180 days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the date on which the SEC declares such Demand Registration registration statement effective (or if such Demand Registration registration statement is not effective during any period within such ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement)180 days, such ninety (90)-day (or three hundred (300)-day in the case of a shelf S-3 Registration Statement) 180-day period shall be extended by the number of days during such period when such Demand Registration registration statement is not effective), or such shorter period which shall terminate when all of the Registrable Securities covered by such Demand Registration registration statement have been sold pursuant to such Demand Registration or otherwise disposed registration statement, provided, however, that (i) such 180-day period shall be extended for a period of by Moelis or time equal to the period the Holders whose Shares are to be included in such Shareholder(s). If registration refrain from selling any securities included in such registration at the Company shall withdraw any Demand Registration pursuant to Section 2(c) (a "Withdrawn Demand Registration"), the Shareholders request of an underwriter of the Registrable Securities remaining unsold Securities; and originally covered by such Withdrawn Demand Registration shall be entitled to a replacement Demand Registration which (subject to the provisions of this Section 2ii) the Company shall use its reasonable best efforts to keep effective for a period commencing on the effective date of such Demand Registration and ending on the earlier to occur of the date (i) which is ninety (90) days (or three hundred (300) days in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a shelf S-3 Registration Statement) continuous or delayed basis, such 180-day period shall be extended, if necessary, to keep the registration statement effective until all such Registrable Securities are sold, however in no event longer than one year from the effective date of such Demand Registration the registration statement and provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis, and provided further that applicable rules under the Securities Act governing the obligation to file a post-effective amendment permit, in lieu of filing a post-effective amendment that (I) includes any prospectus required by Section 10(a)(3) of the Securities Act or (II) reflects facts or events representing a material or fundamental change in the information set forth in the registration statement, the incorporation by reference of information required to be included in (I) and (iiII) on which all above to be contained in periodic reports filed pursuant to Section 13 or 15(d) of the Registrable Securities covered by such Demand Registration have been sold or otherwise disposed of by Moelis or such Shareholder(s). Each such additional Demand Registration otherwise shall be subject to all of Exchange Act in the provisions of this Agreementregistration statement.
Appears in 1 contract
Samples: Shareholders Agreement (Petrie Parkman & Co., Inc.)
Effective Period of Demand Registrations. If Moelis or any Shareholder(s) request(s) After a Demand Registration filed pursuant to Section 2(a) abovethis Agreement has become effective, the Company shall use its best efforts to keep such Demand Registration shall not be deemed to have been effected unless such Demand Registration has been effective for a period equal to ninety (90) 180 days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the date on which the SEC declares such Demand Registration effective (or if such Demand Registration is not effective during any period within such ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement)180 days, such ninety (90)-day (or three hundred (300)-day in the case of a shelf S-3 Registration Statement) 180-day period shall be extended by the number of days during such period when such Demand Registration is not effective), or such shorter period which shall terminate when all of the Registrable Securities covered by such Demand Registration have been sold pursuant to such Demand Registration Registration, provided, however, that (i) such 180-day period shall be extended for a period of time equal to the period the Member refrains from selling any securities included in such registration at the request of an underwriter of the Registrable Securities; and (ii) in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or otherwise disposed delayed basis, such 180-day period shall be extended, if necessary, to keep the registration statement effective until all such Registrable Securities are sold, however in no event longer than one year from the effective date of the registration statement and provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis, and provided further that applicable rules under the Securities Act governing the obligation to file a post-effective amendment permit, in lieu of filing a post-effective amendment that (I) includes any prospectus required by Moelis Section 10(a)(3) of the Securities Act or such Shareholder(s)(II) reflects facts or events representing a material or fundamental change in the information set forth in the registration statement, the incorporation by reference of information required to be included in (I) and (II) above to be contained in periodic reports filed pursuant to Section 13 or 15(d) of the Exchange Act in the registration statement. If the Company shall withdraw any a Demand Registration pursuant to Section 2(csubsection 2.1(iv) (a "Withdrawn Demand Registration"), the Shareholders of the Registrable Securities remaining unsold and originally covered by such Withdrawn Demand Registration Series U Members shall be entitled to a replacement Demand Registration which (subject to the provisions of this Section 2) the Company shall use its reasonable best efforts to keep effective for a period commencing on the effective date of such Demand Registration and ending on the earlier to occur of the date (i) which is ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the effective date of such Demand Registration and (ii) on which all of the Registrable Securities covered by such Demand Registration have been sold or otherwise disposed of by Moelis or such Shareholder(s). Each such additional Demand Registration otherwise shall be subject to all of the provisions of this AgreementRegistration.
Appears in 1 contract
Samples: Registration Rights Agreement (Current Media, Inc.)
Effective Period of Demand Registrations. If Moelis or any Shareholder(s) request(s) After a Demand Registration filed pursuant to Section 2(a) abovethis Agreement has become effective, the Company shall use its best efforts to keep such Demand Registration shall not be deemed to have been effected unless such Demand Registration has been effective for a period equal to ninety (90) 180 days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the date on which the SEC declares such Demand Registration effective (or if such Demand Registration is not effective during any period within such ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement)180 days, such ninety (90)-day (or three hundred (300)-day in the case of a shelf S-3 Registration Statement) 180-day period shall be extended by the number of days during such period when such Demand Registration is not effective), or such shorter period which shall terminate when all of the Registrable Securities covered by such Demand Registration have been sold pursuant to such Demand Registration Registration, provided, however, that (i) such 180-day period shall be extended for a period of time equal to the period the Member refrains from selling any securities included in such registration at the request of an underwriter of the Registrable Securities; and (ii) in the case of any registration of Registrable Securities on Form S-3 which are intended to be offered on a continuous or otherwise disposed delayed basis, such 180-day period shall be extended, if necessary, to keep the registration statement effective until all such Registrable Securities are sold, however in no event longer than one year from the effective date of the registration statement and provided that Rule 415, or any successor rule under the Securities Act, permits an offering on a continuous or delayed basis, and provided further that applicable rules under the Securities Act governing the obligation to file a post-effective amendment permit, in lieu of filing a post-effective amendment that (I) includes any prospectus required by Moelis Section 10(a)(3) of the Securities Act or such Shareholder(s)(II) reflects facts or events representing a material or fundamental change in the information set forth in the registration statement, the incorporation by reference of information required to be included in (I) and (II) above to be contained in periodic reports filed pursuant to Section 13 or 15(d) of the Exchange Act in the registration statement. If the Company shall withdraw any a Demand Registration pursuant to Section 2(csubsection 2.1(iv) (a "Withdrawn Demand Registration"), the Shareholders of the Registrable Securities remaining unsold and originally covered by such Withdrawn Demand Registration Series S Members shall be entitled to a replacement Demand Registration which (subject to the provisions of this Section 2) the Company shall use its reasonable best efforts to keep effective for a period commencing on the effective date of such Demand Registration and ending on the earlier to occur of the date (i) which is ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the effective date of such Demand Registration and (ii) on which all of the Registrable Securities covered by such Demand Registration have been sold or otherwise disposed of by Moelis or such Shareholder(s). Each such additional Demand Registration otherwise shall be subject to all of the provisions of this AgreementRegistration.
Appears in 1 contract
Samples: Registration Rights Agreement (Current Media, Inc.)
Effective Period of Demand Registrations. If Moelis or any Shareholder(s) request(s) a Demand Registration pursuant to Section 2(a) above, such Demand Registration shall not be deemed to have been effected unless such Demand Registration has been effective for a period equal to ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the date on which the SEC declares such Demand Registration effective (or if such Demand Registration is not effective during any period within such ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement), such ninety (90)-day (or three hundred (300)-day in the case of a shelf S-3 Registration Statement) period shall be extended by the number of days during such period when such Demand Registration is not effective), or such shorter period which shall terminate when all of the Registrable Securities covered by such Demand Registration have been sold pursuant to such Demand Registration or otherwise disposed of by Moelis or such Shareholder(s). If the Company shall withdraw any Demand Registration pursuant to Section 2(c) (a "βWithdrawn Demand Registration"β), the Shareholders of the Registrable Securities remaining unsold and originally covered by such Withdrawn Demand Registration shall be entitled to a replacement Demand Registration which (subject to the provisions of this Section 2) the Company shall use its reasonable best efforts to keep effective for a period commencing on the effective date of such Demand Registration and ending on the earlier to occur of the date (i) which is ninety (90) days (or three hundred (300) days in the case of a shelf S-3 Registration Statement) from the effective date of such Demand Registration and (ii) on which all of the Registrable Securities covered by such Demand Registration have been sold or otherwise disposed of by Moelis or such Shareholder(s). Each such additional Demand Registration otherwise shall be subject to all of the provisions of this Agreement.
Appears in 1 contract
Samples: Registration Rights Agreement (Kinsale Capital Group, Inc.)