Grant of Registration Rights. The Selling Stockholder shall have the right to include, at any time during the twelve (12) months following the date of this Amendment, the Agreed Post-Closing Shares as part of registration of securities filed by the Company (other than a registration statement (i) filed in connection with any employee stock option or other benefit plan pursuant to Form S-8 or any equivalent form, (ii) for an exchange offer or offering of securities solely to the Company’s existing shareholders, or (iii) for a dividend reinvestment plan), in each case on the same terms and conditions as any similar securities of the Company being registered (other than duration of the registration rights, which shall be governed solely by this Section) and to permit the sale or other disposition of such Agreed Post-Closing Shares in accordance with the intended method(s) of distribution thereof only to the extent such Agreed Post-Closing Shares have not been previously registered for resale by the Selling Stockholder or are otherwise able to be resold immediately without registration under the Securities Act either pursuant to Rule 144 of the Securities Act or otherwise; provided, however, that, in the case of an underwritten offering, if, in the written opinion of the Company’s managing underwriter or underwriters, if any, for such offering, the inclusion of the Agreed Post-Closing Shares, when added to the securities being registered by the Company or the selling stockholder(s), will exceed the maximum amount of the Company’s securities which can be marketed without materially and adversely affecting the entire offering, then the Company will still be required to include the Agreed Post-Closing Shares, but may require the Selling Stockholder to agree, in writing, to delay the sale of all or any portion of the Agreed Post-Closing Shares for a period of ninety (90) days from the effective date of the underwritten offering. The Company shall bear all fees and expenses attendant to registering the Agreed Post-Closing Shares contemplated hereunder. In the event of such a proposed registration, the Company shall furnish the then Selling Stockholder of outstanding Agreed Post-Closing Shares with not less than five (5) days written notice prior to the proposed date of filing of such registration statement. The holders of the Agreed Post-Closing Shares shall exercise the “piggy-back” rights provided for herein by giving written notice, within five (5) days of the receipt of the Company’s notice...
Grant of Registration Rights. On the Mandatory Redemption Date, the Company shall enter into a Registration Rights Agreement in the form attached hereto as Exhibit I with any Holder who, as a result of the receipt of shares of Common Stock as part of the Mandatory Redemption Price, determines in good faith that it is an “affiliate” of the Company as such term is defined in Rule 144 under the Securities Act.
Grant of Registration Rights. The Company shall not grant any registration rights to the holders of any class or series of stock of the Company, other than to the Investors, unless the Investors are simultaneously granted registration rights that are comparable to those granted to the holders of such other class or series of stock of the Company (with appropriate adjustments for economic terms). Upon the granting of registration rights to the Investors in accordance with this Section 2.1 in connection with a bona fide material transaction by the Company with the principal purpose of raising capital from investors buying stock of the Company, this Section 2.1 shall terminate and be of no further force or effect.
Grant of Registration Rights. The Company agrees to use its best efforts to file a Registration Statement ("Registration Statement") under the Securities Act of 1933, as amended (the "SECURITIES ACT"), that will register all of the shares of the Company's common stock issued to the Stockholder by the Company through the Offering described in the Memorandum (the "REGISTRABLE SECURITIES") within 60 days following the Closing of the Offering ("Closing Date"). The Company further agrees to use its reasonable best efforts to have the Registration Statement declared effective within 180 days of its initial filing date.
Grant of Registration Rights. The Company shall not hereafter grant to any third party any registration rights more favorable than, or in any way conflicting with, any of those contained herein, so long as any of the registration rights under this Agreement remain in effect, provided, in any event, (i) any grant of demand or required registration rights shall provide that the Stockholders have incidental or "piggyback" registration rights with respect thereto in accordance with the provisions of SECTION 2 hereof, (ii) such rights shall not become effective prior to the rights of the Stockholders hereunder, and (iii) the recipients of such rights shall be subject to provisions comparable to those set forth in SECTION 9 hereof.
Grant of Registration Rights. (a) Union is entitled to demand registration of Common Stock for aggregate proceeds of a minimum of $200 million per demand, except if Union possesses less than a $200 million value of Common Stock in which case Union may demand registration of its remaining balance of Common Stock, but, in any event, Union is entitled to not less than two demand registrations. Notwithstanding the foregoing:
(i) If Tosco shall furnish to Union, upon Union's request for a demand registration, a certificate signed by the Chairman of the Board of Tosco stating that in the good faith judgment of the Board of Directors, it would be seriously detrimental to an equity or debt offering by Tosco or any other corporate transaction by Tosco, in either case for which Tosco had made substantial preparation before the date of receipt of Union's request for registration pursuant to this Section and it is therefore essential to defer the filing of such registration statement, Tosco shall have the right to defer such filing for the minimum period of time necessary to eliminate the detriment to Tosco, provided however that each such deferral shall not exceed a period of more than ninety (90) days and all such deferrals in any twelve (12) month period shall not exceed one hundred and twenty (120) days; and
(ii) Tosco shall not be required to make a registration statement effective with the SEC pursuant to a demand registration by Union within one hundred and eighty (180) days of the effective date of the registration statement relating to a previous demand.
(b) If Tosco proposes to file any registration relating to a public equity offering solely for cash, Tosco shall, at such time, promptly give Union written notice of such registration. Upon the written request of Union given within twenty (20) days after mailing of such notice by Tosco, Tosco shall cause to be registered under the Securities Act all of the Common Stock that Union has requested to be registered unless the registration statement relates to a firm commitment underwriting arrangement. In that case, Tosco shall consult with the managing underwriters and Union and shall use its best efforts to include the shares of Common Stock requested to be registered by Union.
Grant of Registration Rights. As soon as practicable after effectiveness of the Initial Registration, but in no event earlier than legally permissible, the Company agrees to register under the Securities Act of 1933, as amended (the “Securities Act”), all of the shares of the Company’s common stock issued to the Stockholder by the Company as of the date hereof (the “Registrable Securities”) on an applicable Securities and Exchange Commission (the “SEC”) form.
Grant of Registration Rights. In the event that (i) the Company, or any Blocker of Investor consummates a Public Offering pursuant to Section 7.11.1 or Section 7.11.3 (the “Public REIT”) and (ii) shares in the Public REIT (the “REIT Shares”) are issued to holders of Units in connection with the exercise of the Redemption Right pursuant to Section 7.11.3, then such holders of REIT Shares (the “Eligible REIT Shareholders”) shall be granted the registration rights set forth in this Section 7.11.5, which registration rights are subject in all respects to the limitations contained in this Agreement.
Grant of Registration Rights. In accordance with Section 9 of the Agreement, each of the Series F Investors hereto shall be considered an Investor for all purposes of the Agreement.
Grant of Registration Rights. The Company hereby grants the following registration rights to holders of the Securities offered in the accompanying Private Placement Memorandum.
