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Common use of Exercise of Demand Clause in Contracts

Exercise of Demand. At any time, a Holder or Holders (each, a “Requesting Holder”) may deliver a written request to the Company in accordance with Section 8.3 (a “Demand”) that the Company effect a registration with respect to the Registrable Securities under the Securities Act; provided, however, that the anticipated aggregate number of shares of such Demand exceed 1% of the issued and outstanding Common Stock. Such Demand shall specify the number of Registrable Securities such Requesting Holder intends to include in such registration and the methods by which such Requesting Holder intends to sell or dispose of such Registrable Securities (including whether such Requesting Holder intends to distribute the Registrable Securities by means of an underwritten offering). As soon as practicable after receipt of such Demand, the Company shall, subject to the terms and conditions of this Article II, use its best efforts to effect such registration (including by using reasonable efforts to file a Registration Statement (and executing an undertaking to file any amendments thereto) covering the Registrable Securities so requested to be registered, using its best efforts to cause such filed Registration Statement to become effective promptly, and to qualify such Registrable Securities under applicable blue sky or other securities laws of any state of the United States of America to the extent set forth herein and complying with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution in an underwritten offering of all or such portion of such Registrable Securities as are specified in such request; provided, however, that the Company shall not be obligated to take any action to effect any such registration, qualification or compliance pursuant to this Section 2.1 as follows: (a) within six (6) months after the Effective Date of a prior Registration Statement effected in response to a request from any Holder pursuant to this Section 2.1 or within six (6) months after the Effective Date of any other Registration Statement effected by the Company for a public offering of Registrable Securities; (b) for a period of not more than ninety (90) days past the time the Company would otherwise be required to file such Registration Statement if the Board, prior to the time the Company would otherwise have been required to file such Registration Statement pursuant to this Section 2.1, determines in its good faith judgment that the filing of such Registration Statement would be seriously detrimental to the completion of a merger or consolidation in which the Company is a participant (a “Valid Business Reason”); provided, however, that such right to delay the filing of such Registration Statement shall be exercised by the Company not more than once in any thirty-six (36) month period, and the Company shall only have the right to delay such filing for only so long as such Valid Business Reason exists; (c) if at such time the Company has, in response to requests from any such Requesting Holder or any Requesting Holder’s predecessors in interest pursuant to this Section 2.1, effected the registration of Registrable Securities and has sold such Registrable Securities on at least six (6) prior occasions; provided that (i) for purposes of determining the number of demand registrations effected by a Requesting Holder and its predecessors in interest, Telenor and Persons acquiring Registrable Securities directly or indirectly from Telenor shall count as one Holder, and Alfa and Persons acquiring Registrable Securities directly or indirectly from Alfa shall count as one Holder, and (ii) if the Company withdraws a registration of Registrable Securities at the request of any Requesting Holder at any time after the filing of a Registration Statement that is a matter of public record at the SEC, then such withdrawn Registration Statement shall count as a registration by such Requesting Holder; provided, however, that if any Requesting Holder withdraws from a registration because such Requesting Holder has learned of a material adverse change in the financial condition, business or prospects of the Company which was not known to such Requesting Holder at the time of its request and the Company failed to disclose such material adverse change to such Requesting Holder, then such withdrawn Registration Statement shall not count as a registration by such Requesting Holder; or (d) if the Requesting Holders propose to dispose of Registrable Securities that may be immediately registered on Form F-3 pursuant to a request made pursuant to Section 2.3 below and the Company promptly takes all actions necessary to effect a registration of all Requesting Holders’ Registrable Securities pursuant to Section 2.3 below; provided that any registration of a Requesting Holder’s Registrable Securities pursuant to Section 2.3 shall not constitute a demand for registration pursuant to Section 2.1.

Appears in 4 contracts

Samples: Registration Rights Agreement (VimpelCom Ltd.), Registration Rights Agreement (Open Joint Stock Co Vimpel Communications), Registration Rights Agreement (Telenor East Invest As)

Exercise of Demand. At any time, time following the Closing a Holder or Holders (each, a "Requesting Holder" or "Requesting Holders") may deliver a written request to the Company in accordance with Section 8.3 6.02 (a "Demand") that the Company effect a any registration with respect to the Registrable Securities under the Securities Act; provided, however, provided that the anticipated aggregate number of shares offering price of such Demand exceed 1% of the issued and outstanding Common Stockexceeds US$20,000,000. Such Demand shall specify the number of Registrable Securities such Requesting Holder intends to include in such registration and the methods by which such Requesting Holder intends to sell or dispose of such Registrable Securities (including whether such Requesting Holder intends to distribute the Registrable Securities by means of an underwritten offering). As soon as practicable after receipt of such Demand, the Company shall, subject to the terms and conditions of this Article IIIII, use its best efforts to effect such registration (including including, without limitation, by using reasonable efforts to file a Registration Statement registration statement (and executing an undertaking to file any amendments thereto) covering the Registrable Securities so requested to be registered, using its best efforts to cause such filed Registration Statement registration statement to become effective promptly, and to qualify qualifying such Registrable Securities under applicable blue sky or other securities laws of any state of the United States of America to the extent set forth herein and complying with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution in an underwritten offering of all or such portion of such Registrable Securities as are specified in such request; provided, however, that the Company shall not be obligated to take any action to effect any such registration, qualification or compliance pursuant to this Section 2.1 as follows3.01: (a) within six (6) months after the Effective Date of a prior Registration Statement effected in response to a request from any Holder pursuant to this Section 2.1 or within six (6) months after the Effective Date of any other Registration Statement effected by the Company for a public offering of Registrable Securities; (b) for a period of not more than ninety (90) days past the time the Company would otherwise be required to file such Registration Statement if the Board, prior to the time the Company would otherwise have been required to file such Registration Statement pursuant to this Section 2.1, determines in its good faith judgment that the filing of such Registration Statement would be seriously detrimental to the completion of a merger or consolidation in which the Company is a participant (a “Valid Business Reason”); provided, however, that such right to delay the filing of such Registration Statement shall be exercised by the Company not more than once in any thirty-six (36) month period, and the Company shall only have the right to delay such filing for only so long as such Valid Business Reason exists; (c) if at such time the Company has, in response to requests from any such Requesting Holder or any Requesting Holder’s predecessors in interest pursuant to this Section 2.1, effected the registration of Registrable Securities and has sold such Registrable Securities on at least six (6) prior occasions; provided that (i) for purposes of determining the number of demand registrations effected by a Requesting Holder and its predecessors in interest, Telenor and Persons acquiring Registrable Securities directly or indirectly from Telenor shall count as one Holder, and Alfa and Persons acquiring Registrable Securities directly or indirectly from Alfa shall count as one Holder, and (ii) if the Company withdraws a registration of Registrable Securities at the request of any Requesting Holder at any time after the filing of a Registration Statement that is a matter of public record at the SEC, then such withdrawn Registration Statement shall count as a registration by such Requesting Holder; provided, however, that if any Requesting Holder withdraws from a registration because such Requesting Holder has learned of a material adverse change in the financial condition, business or prospects of the Company which was not known to such Requesting Holder at the time of its request and the Company failed to disclose such material adverse change to such Requesting Holder, then such withdrawn Registration Statement shall not count as a registration by such Requesting Holder; or (d) if the Requesting Holders propose to dispose of Registrable Securities that may be immediately registered on Form F-3 pursuant to a request made pursuant to Section 2.3 below and the Company promptly takes all actions necessary to effect a registration of all Requesting Holders’ Registrable Securities pursuant to Section 2.3 below; provided that any registration of a Requesting Holder’s Registrable Securities pursuant to Section 2.3 shall not constitute a demand for registration pursuant to Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Eco Telecom LTD)

Exercise of Demand. At any timetime commencing one (1) year after the date ------------------ of execution of the Primary Agreement, or earlier as may be agreed by the parties hereto, if the Company shall receive from a Holder or Holders (each, a “Requesting Holder”) may deliver a written request to the Company sent and delivered in accordance with Section 8.3 6.02 (a "Demand") that the Company effect a any registration with respect to the Registrable Securities under the Securities Act; provided, however, that the anticipated aggregate number offering price of shares of such Demand exceed 1% of which exceeds US$20,000,000, the issued and outstanding Common Stock. Such Demand shall specify the number of Registrable Securities such Requesting Holder intends to include in such registration and the methods by which such Requesting Holder intends to sell or dispose of such Registrable Securities (including whether such Requesting Holder intends to distribute the Registrable Securities by means of an underwritten offering). As Company will, as soon as practicable after receipt of such Demand, the Company shall, subject to the terms and conditions of this Article II, use its best efforts to effect such registration (including including, without limitation, by using reasonable efforts to file filing a Registration Statement registration statement (and executing an undertaking to file any amendments thereto) covering the Registrable Securities so requested to be registered, using its best efforts to cause such filed Registration Statement to become effective promptly, and to qualify qualifying such Registrable Securities under applicable blue sky or other securities laws of any state of the United States of America to the extent set forth herein and complying with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution in an underwritten offering of all or such portion of such Registrable Securities as are specified in such request; provided, however, that the Company shall not be obligated to take any action to effect any such registration, qualification or compliance pursuant to this Section 2.1 as follows3.01: (ai) within six (6) months after the Effective Date effective date of a prior Registration Statement registration statement effected in response to a request from any Holder pursuant to this Section 2.1 3.01(a) or within six (6) months after the Effective Date effective date of any other Registration Statement registration statement effected by the Company for a public offering of Registrable SecuritiesADSs or Shares; (bii) for a period if at such time such Holder and its Controlled Affiliates hold Shares representing less than ten percent (10%) of not more than ninety (90) days past the time the Company would otherwise be required to file such Registration Statement if the Board, prior to the time the Company would otherwise have been required to file such Registration Statement pursuant to this Section 2.1, determines in its good faith judgment that the filing of such Registration Statement would be seriously detrimental to the completion of a merger or consolidation in which the Company is a participant (a “Valid Business Reason”)Company's issued and outstanding voting capital stock; provided, however, that such right to delay the filing of such Registration Statement shall be exercised by the Company not more than once in any thirty-six (36) month period, and the Company shall only have the right to delay such filing for only so long as such Valid Business Reason exists;or (ciii) if at such time the Company has, in response to requests from any such Requesting Holder or any Requesting and such Holder’s 's predecessors in interest pursuant to this Section 2.13.01(a), effected the registration of Registrable Securities and has sold such Registrable Securities on at least six three (63) prior occasions; provided that that, (iA) for purposes of determining the number of demand registrations effected by a Requesting Holder and its predecessors in interest, the Telenor Shareholders and Persons acquiring Registrable Securities directly or indirectly from the Telenor Shareholders shall count as one Holder, Holder and Alfa the Zimin Shareholders and Persons acquiring Registrable Securities directly or indirectly from Alfa the Significant Zimin Shareholders shall count as one Holder, and (iiB) except as set forth in Section 3.03(a), if the Company withdraws a registration of Registrable Securities at the request of any Requesting Holder originally demanding registration under this Section 3.01(a) at any time after the filing of a Registration Statement registration statement in response to such demand that is a matter of public record at the SEC, then such withdrawn Registration Statement registration statement shall count as a registration by such Requesting Holder; provided, however, that if any Requesting Holder withdraws from a registration because such Requesting Holder has learned of a material adverse change in the financial condition, business or prospects of the Company which was not known to such Requesting Holder at the time of its request and the Company failed to disclose such material adverse change to such Requesting Holder, then such withdrawn Registration Statement shall not count as a registration by such Requesting Holder; or (d) if the Requesting Holders propose to dispose of Registrable Securities that may be immediately registered on Form F-3 pursuant to a request made pursuant to Section 2.3 below and the Company promptly takes all actions necessary to effect a registration of all Requesting Holders’ Registrable Securities pursuant to Section 2.3 below; provided that any registration of a Requesting Holder’s Registrable Securities pursuant to Section 2.3 shall not constitute a demand for registration pursuant to Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Telenor East Invest As)

Exercise of Demand. At any time, a Holder or Holders (each, a "Requesting Holder") may deliver a written request to the Company in accordance with Section 8.3 (a "Demand") that the Company effect a registration with respect to the Registrable Securities under the Securities Act; provided, however, that the anticipated aggregate number of shares of such Demand exceed 1% of the issued and outstanding Common Stock. Such Demand shall specify the number of Registrable Securities such Requesting Holder intends to include in such registration and the methods by which such Requesting Holder intends to sell or dispose of such Registrable Securities (including whether such Requesting Holder intends to distribute the Registrable Securities by means of an underwritten offering). As soon as practicable after receipt of such Demand, the Company shall, subject to the terms and conditions of this Article II, use its best efforts to effect such registration (including by using reasonable efforts to file a Registration Statement (and executing an undertaking to file any amendments thereto) covering the Registrable Securities so requested to be registered, using its best efforts to cause such filed Registration Statement to become effective promptly, and to qualify such Registrable Securities under applicable blue sky or other securities laws of any state of the United States of America to the extent set forth herein and complying with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution in an underwritten offering of all or such portion of such Registrable Securities as are specified in such request; provided, however, that the Company shall not be obligated to take any action to effect effect, or keep effective, any such registration, qualification or compliance pursuant to this Section 2.1 as follows: (a) within six (6) months after the Effective Date of a prior Registration Statement effected in response to a request from any Holder pursuant to this Section 2.1 or within six (6) months after the Effective Date of any other Registration Statement effected by the Company for a public offering of Registrable Securities, including pursuant to the Existing RRA; (b) for a period of not more than ninety (90) days past the time the Company would otherwise be required to file such Registration Statement if the Board, prior to the time the Company would otherwise have been required to file such Registration Statement pursuant to this Section 2.1, determines in its good faith judgment that the filing of such Registration Statement would be seriously detrimental to the completion of a merger or consolidation in which the Company is a participant (a "Valid Business Reason"); provided, however, that such right to delay the filing of such Registration Statement shall be exercised by the Company not more than once in any thirty-six (36) month period, and the Company shall only have the right to delay such filing for only so long as such Valid Business Reason exists; (c) if at such time the Company has, in response to requests from any such Requesting Holder or any Requesting Holder’s 's predecessors in interest pursuant to this Section 2.1, effected the registration of Registrable Securities and has sold such Registrable Securities on at least six (6) prior occasions; provided that (i) for purposes of determining the number of demand registrations effected by a Requesting Holder and its predecessors in interest, Telenor Weather II and Persons Qualifying Transferees acquiring Registrable Securities directly or indirectly from Telenor shall count as one Holder, and Alfa and Persons acquiring Registrable Securities directly or indirectly from Alfa Weather II shall count as one Holder, and (ii) if the Company withdraws a registration of Registrable Securities at the request of any Requesting Holder at any time after the filing of a Registration Statement that is a matter of public record at the SEC, then such withdrawn Registration Statement shall count as a registration by such Requesting Holder; provided, however, that if any Requesting Holder withdraws from a registration because such Requesting Holder has learned of a material adverse change in the financial condition, business or prospects of the Company which was not known to such Requesting Holder at the time of its request and the Company failed to disclose such material adverse change to such Requesting Holder, then such withdrawn Registration Statement shall not count as a registration by such Requesting Holder; or (d) if the Requesting Holders propose to dispose of Registrable Securities that may be immediately registered on Form F-3 pursuant to a request made pursuant to Section 2.3 below and the Company promptly takes all actions necessary to effect a registration of all Requesting Holders’ Registrable Securities pursuant to Section 2.3 below; provided that any registration of a Requesting Holder’s Registrable Securities pursuant to Section 2.3 shall not constitute a demand for registration pursuant to Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Weather Investments II S.a.r.l.)

Exercise of Demand. At any time, time following the Closing a Holder or ------------------ Holders (each, a "Requesting Holder" or "Requesting Holders") may deliver a written request to the Company in accordance with Section 8.3 6.02 (a "Demand") that the Company effect a any registration with respect to the Registrable Securities under the Securities Act; provided, however, provided that the anticipated aggregate number of shares offering price of such Demand exceed 1% of the issued and outstanding Common Stockexceeds US$20,000,000. Such Demand shall specify the number of Registrable Securities such Requesting Holder intends to include in such registration and the methods by which such Requesting Holder intends to sell or dispose of such Registrable Securities (including whether such Requesting Holder intends to distribute the Registrable Securities by means of an underwritten offering). As soon as practicable after receipt of such Demand, the Company shall, subject to the terms and conditions of this Article IIIII, use its best efforts to effect such registration (including including, without limitation, by using reasonable efforts to file a Registration Statement registration statement (and executing an undertaking to file any amendments thereto) covering the Registrable Securities so requested to be registered, using its best efforts to cause such filed Registration Statement registration statement to become effective promptly, and to qualify qualifying such Registrable Securities under applicable blue sky or other securities laws of any state of the United States of America to the extent set forth herein and complying with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution in an underwritten offering of all or such portion of such Registrable Securities as are specified in such request; provided, however, that the Company shall not be obligated to take any action to effect any such registration, qualification or compliance pursuant to this Section 2.1 as follows3.01: (ai) within six (6) months after the Effective Date effective date of a prior Registration Statement registration statement effected in response to a request from any Holder pursuant to this Section 2.1 3.01(a) or within six (6) months after the Effective Date effective date of any other Registration Statement registration statement effected by the Company for a public offering of Registrable SecuritiesShares; (bii) if at such time such Requesting Holder, its Controlling Person and any Controlled Affiliates of such Controlling Person hold Shares representing less than five percent (5%) of the issued and outstanding Common Stock; (iii) for a period of not more than ninety one hundred eighty (90180) days past the time the Company would otherwise be required to file such Registration Statement registration statement if the Board, prior to the time the Company would otherwise have been required to file such Registration Statement registration statement pursuant to this Section 2.13.01, determines in its good faith judgment that the filing of such Registration Statement registration statement would be seriously detrimental to the completion of a merger or consolidation in which of the Company is a participant and VIP-R (a "Valid Business Reason"); provided, however, that such right to delay the filing of such Registration Statement registration statement shall be exercised by the Company not more than once in any thirtytwenty-six four (3624) month period, period and the Company shall only have the right to delay such filing for only so long as such Valid Business Reason exists;; or (civ) if at such time the Company has, in response to requests from any such Requesting Holder or any Requesting Holder’s 's predecessors in interest pursuant to this this Section 2.13.01 (a), effected the registration of Registrable Securities and has sold such Registrable Securities on at least six three (63) prior occasions; provided that (iA) for purposes of determining the number of demand registrations effected by a Requesting Holder and its predecessors in interest, Telenor the Eco Shareholders and Persons acquiring Registrable Securities directly or indirectly from Telenor the Eco Shareholders (including, without limitation, any transferee or assignee who obtains registration rights pursuant to Section 2.02) shall count as one Holder, and Alfa the Telenor Shareholders and Persons acquiring Registrable Securities directly or indirectly from Alfa the Telenor Shareholders (including, without limitation, any transferee or assignee who obtains registration rights pursuant to Section 2.02) shall count as one Holder, and (iiB) if the Company withdraws a registration of Registrable Securities at the request of any Requesting Holder at any time after the filing of a Registration Statement registration statement that is a matter of public record at the SEC, then such withdrawn Registration Statement registration statement shall count as a registration by such Requesting Holder; provided, however, that if any Requesting Holder withdraws from a registration because such Requesting Holder has learned of a material adverse change in the financial condition, business or prospects of the Company which was not known to such Requesting Holder at the time of its request and the Company failed to disclose such material adverse change to such Requesting Holder, then such withdrawn Registration Statement registration statement shall not count as a registration by such Requesting Holder; or (d) if the Requesting Holders propose to dispose of Registrable Securities that may be immediately registered on Form F-3 pursuant to a request made pursuant to Section 2.3 below and the Company promptly takes all actions necessary to effect a registration of all Requesting Holders’ Registrable Securities pursuant to Section 2.3 below; provided that any registration of a Requesting Holder’s Registrable Securities pursuant to Section 2.3 shall not constitute a demand for registration pursuant to Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Telenor East Invest As)

Exercise of Demand. At any timetime after the date ninety (90) days immediately following the Closing Date, a Holder or Holders (each, a "Requesting Holder") may deliver a written request to the Company in accordance with Section 8.3 15.02 (a "Demand") that the Company effect a registration (a "Demand Registration") with respect to the Registrable Securities under the Securities ActAct to cover a registered sale of such Registrable Securities for cash by such Holder; provided, however, that the anticipated Holders shall not make more than one (1) Demand in the aggregate number of shares of such Demand exceed 1% of the issued and outstanding Common Stockper calendar quarter. Such Demand shall specify the number of Registrable Securities such Requesting Holder intends to include in such registration and the methods by which such Requesting Holder intends to sell or dispose of such Registrable Securities (including whether such Requesting Holder intends to distribute the Registrable Securities by means of an underwritten offering). As soon as practicable Reasonably promptly after receipt of such Demand, the Company shall, subject to the terms and conditions of this Article II11, use its best reasonable efforts to effect such registration (including by using reasonable efforts to file a Registration Statement (and executing an undertaking to file any amendments thereto) covering the Registrable Securities so requested to be registeredregistered (subject to "Blackout Periods" determined by the Board of Directors in good faith as and to the extent provided in Section 11.05), using its best reasonable efforts to cause such filed Registration Statement to become effective promptly, and to qualify such Registrable Securities under applicable blue sky or other securities laws of any state of the United States of America to the extent set forth herein and complying with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution in an underwritten offering of all or such portion of such Registrable Securities as are specified in such request; provided, however, that the Company shall not be obligated to take any action to effect effect, or keep effective, any such registration, qualification or compliance pursuant to this Section 2.1 as follows: (a) within six (6) months after the Effective Date of 11.01 if there is a prior currently effective Registration Statement effected in response to a request from any Holder pursuant to this Section 2.1 or within six (6) months after the Effective Date of any other Registration Statement effected by the Company for a public offering of Registrable Securities; (b) for a period of not more than ninety (90) days past the time the Company would otherwise be required to file such Registration Statement if the Board, prior to the time the Company would otherwise have been required to file such Registration Statement pursuant to this Section 2.1, determines in its good faith judgment that the filing of such Registration Statement would be seriously detrimental to the completion of a merger or consolidation in which the Company is a participant (a “Valid Business Reason”); provided, however, that such right to delay the filing of such Registration Statement shall be exercised by the Company not more than once in any thirty-six (36) month period, and the Company shall only have the right to delay such filing for only so long as such Valid Business Reason exists; (c) if at such time the Company has, in response to requests from any such Requesting Holder or any Requesting Holder’s predecessors in interest pursuant to this Section 2.1, effected the registration of Registrable Securities and has sold such Registrable Securities on at least six (6) prior occasions; provided that (i) for purposes of determining the number of demand registrations effected by a Requesting Holder and its predecessors in interest, Telenor and Persons acquiring Registrable Securities directly or indirectly from Telenor shall count as one Holder, and Alfa and Persons acquiring Registrable Securities directly or indirectly from Alfa shall count as one Holder, and (ii) if the Company withdraws a registration of Registrable Securities at the request of any Requesting Holder at any time after the filing of a Registration Statement that is a matter of public record at the SEC, then such withdrawn Registration Statement shall count as a registration by such Requesting Holder; provided, however, that if any Requesting Holder withdraws from a registration because such Requesting Holder has learned of a material adverse change in the financial condition, business or prospects of the Company which was not known to such Requesting Holder at the time of its request and the Company failed to disclose such material adverse change to such Requesting Holder, then such withdrawn Registration Statement shall not count as a registration by such Requesting Holder; or (d) if the Requesting Holders propose to dispose of Registrable Securities that may be immediately registered on Form F-3 pursuant to a request made S-3 pursuant to Section 2.3 11.02 below and the Company promptly takes has taken all actions necessary to effect a registration of all Requesting Holders' Registrable Securities pursuant to Section 2.3 11.02 below. In addition, in the event a Holder or Holders holds more than 500,000 shares of Common Stock issued upon conversion of the Notes, which shares no longer meet the definition of Registrable Securities solely due to clause (b) or clause (c) of such definition, then such Holder or Holders shall have the right to make up to three (3) additional Demands in the aggregate for a registration statement with respect to an underwritten offering of such shares of Common Stock (notwithstanding that such shares do not meet such definition); provided that any registration such Demand shall be for at least 500,000 of a Requesting Holder’s Registrable Securities pursuant such shares of Common Stock and the Company shall have the rights with respect to any such underwritten offering set forth in Section 2.3 shall not constitute a demand for registration pursuant to Section 2.111.03.

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Raptor Pharmaceutical Corp)