Holder Procedures. (i) Each Holder agrees, by acquisition of the Registrable Securities that, upon receipt of any notice from the Company of the happening of any event described in Section 6(a)(iii)(B), 6(a)(iii)(C), 6(a)(iii)(D) or 6(a)(iii)(E) hereof, such Holder shall forthwith discontinue disposition of any Registrable Securities (but, in the case of an event described in Section 6(a)(iii)(D), in the affected jurisdiction or jurisdictions only) covered by the affected registration statement or prospectus until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii) or 6(a)(xi) hereof or until such Holder is (it being agreed by the Company that the underwriters, if any, shall also be) advised in writing (the "Advice") by the Company that the use of the applicable prospectus may be resumed. If the Company shall have given any such notice during a period when a Shelf Registration or a Demand Registration is in effect, the Shelf Period or four-month period mentioned in Section 2(a) or 3(b) hereof, as the case may be, shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities included in such Registration shall have received the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii) or 6(a)(xi) hereof or the Advice, as the case may be. (ii) In connection with any underwritten public offering of Registrable Securities pursuant to a Shelf Registration or Demand Registration, the managing underwriter of such offering shall be a nationally recognized investment banking firm selected by the Majority Sellers and shall be reasonably acceptable to the Company.
Appears in 4 contracts
Samples: Registration Rights Agreement (Fuqua Enterprises Inc), Merger Agreement (Fuqua Enterprises Inc), Merger Agreement (Minotto Gene J)
Holder Procedures. (i) Each Holder agrees, by acquisition of the Registrable Securities that, upon receipt of any notice from the Company of the happening of any event described in Section 6(a)(iii)(B5(a)(iii) (B), 6(a)(iii)(C5(a) (iii) (C), 6(a)(iii)(D5(a)(iii)(D) or 6(a)(iii)(E) hereof5(a)(iii)(E), such Holder shall forthwith discontinue disposition of any Registrable Securities (but, in the case of an event described in Section 6(a)(iii)(D5(a)(iii)(D), in the affected jurisdiction or jurisdictions only) covered by the affected registration statement or prospectus until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii5(a)(iii) or 6(a)(xi5(a)(xi) hereof or until such Holder is (it being agreed by the Company that the underwriters, if any, shall also be) advised in writing (the "Advice") by the Company that the use of the applicable prospectus may be resumed. If the Company shall have given any such notice during a period when a Shelf Demand Registration or a Demand Piggyback Registration is in effect, the Shelf Period or fourone-month year period mentioned in Section 2(a2(b) or Section 3(b) hereof), as the case may be, shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities included in such Registration shall have received the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii5(a)(iii) or 6(a)(xi5(a)(xi) hereof or the Advice, as the case may be.
(ii) In connection with any underwritten public offering of Registrable Securities pursuant to a Shelf Registration or Demand RegistrationSecurities, the managing underwriter of such offering shall be be, (A) in the case of a Demand Registration, a nationally recognized investment banking firm selected by the Majority Sellers Registered Holders and shall be reasonably acceptable to the CompanyCompany and (B) in the case of a Piggyback Registration, a nationally recognized investment banking firm selected by the Company and reasonably acceptable to the Majority Registered Holders.
Appears in 3 contracts
Samples: Registration Rights Agreement (Logimetrics Inc), Registration Rights Agreement (Brand Charles S), Registration Rights Agreement (Cramer Rosenthal McGlynn LLC /Adv)
Holder Procedures. (i) Each Holder agrees, by acquisition of the Registrable Securities that, upon receipt of any notice from the Company of the happening of any event described in Section 6(a)(iii)(B6(a) paragraphs (iii)(B), 6(a)(iii)(C(iii)(C), 6(a)(iii)(D(iii)(D) or 6(a)(iii)(E(iii)(E) hereof, such Holder shall forthwith discontinue disposition of any Registrable Securities (but, in the case of an event described in Section 6(a)(iii)(D), in the affected jurisdiction or jurisdictions only) covered by the affected registration statement or prospectus until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii6(a) paragraphs (iii) or 6(a)(xi(xi) hereof or until such Holder is (it being agreed by the Company that the underwriters, if any, shall also be) advised in writing (the "Advice") by the Company that the use of the applicable prospectus may be resumed. If the Company shall have given any such notice during a period when a Shelf Registration or a Demand Registration is in effect, the Shelf Period or foursix-month period mentioned in Section 2(a) or 3(b2(b) hereof, as the case may be, shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities included in such Registration shall have received the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii6(a) paragraphs (iii) or 6(a)(xi(xi) hereof or the Advice, as the case may be.
(ii) In connection with any underwritten public offering of Registrable Securities pursuant to a Shelf Piggyback Registration or Demand Registration, the managing underwriter or underwriters of such offering shall be a nationally recognized an investment banking firm or firms selected by the Majority Sellers Company and shall be reasonably acceptable to the CompanyMajority Sellers.
Appears in 1 contract
Holder Procedures. (i) Each Holder agrees, by acquisition of the Registrable Securities that, upon receipt of any notice from the Company of the happening of any event described in Section 6(a)(iii)(B5(a) paragraphs (iii)(B), 6(a)(iii)(C(iii)(C), 6(a)(iii)(D(iii)(D) or 6(a)(iii)(E(iii)(E) hereof, such Holder shall forthwith discontinue disposition of any Registrable Securities (but, in the case of an event described in Section 6(a)(iii)(D5(a)(iii)(D), in the affected jurisdiction or jurisdictions only) covered by the affected registration statement or prospectus until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii5(a) paragraphs (iii) or 6(a)(xi(xi) hereof or until such Holder is (it being agreed by the Company that the underwriters, if any, shall also be) advised in writing (the "Advice") by the Company that the use of the applicable prospectus may be resumed. If the Company shall have given any such notice during a period when a Shelf Registration or a Demand Registration is in effect, the Shelf Period or foureight-month period mentioned in Section 2(a) or 3(b) hereof, as the case may be, shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities included in such Registration shall have received the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii5(a) paragraphs (iii) or 6(a)(xi(xi) hereof or the Advice, as the case may be.
(ii) In connection with any underwritten public offering of Registrable Securities pursuant to a Shelf Piggyback Registration or Demand Registration, the managing underwriter or underwriters of such offering shall be a nationally recognized an investment banking firm selected by the Majority Sellers and Company which shall be reasonably acceptable to the CompanyMajority Sellers.
Appears in 1 contract
Samples: Registration Rights Agreement (Healthcare Financial Partners Inc)
Holder Procedures. (i) Each Holder agrees, by acquisition of the Registrable Securities that, upon receipt of any notice from the Company of the happening of any event described in Section 6(a)(iii)(B3(a)(iii)(B), 6(a)(iii)(C3(a)(iii)(C), 6(a)(iii)(D3(a)(iii)(D) or 6(a)(iii)(E3(a)(iii)(E) hereof, such Holder shall forthwith discontinue disposition of any Registrable Securities (but, in the case of an event described in Section 6(a)(iii)(D3(a)(iii)(D), in the affected jurisdiction or jurisdictions only) covered by the affected registration statement or prospectus until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii3(a)(iii) or 6(a)(xi3(a)(xi) hereof or until such Holder is (it being agreed by the Company that the underwriters, if any, shall also be) advised in writing (the "the" Advice") by the Company that the use of the applicable prospectus may be resumed. If the Company shall have given any such notice during a period when a Shelf Registration or a Demand Registration is in effectnotice, the Shelf Period or four180-month day period mentioned in Section 2(a2(b) or 3(b) hereof, as the case may be, hereof shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities included in such Registration shall have received the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iii3(a)(iii) or 6(a)(xi3(a)(xi) hereof or the Advice, as the case may be.
(ii) In connection with any underwritten public offering of Registrable Securities pursuant to a Shelf Registration or Demand Registration, the managing underwriter of such offering shall be a nationally recognized investment banking firm selected by the Majority Sellers Registered Holders and shall be reasonably acceptable to the Company.
(iii) Each Holder hereby agrees that for a period of at least 90 days (or such longer period, not to exceed 180 days, as the Company may agree with the managing underwriter) after the effective date of any underwritten public offering of Registrable Securities, such Holder will not, directly or indirectly, sell, offer to sell, or otherwise transfer or dispose of any Common Stock other than any of such Holder's Common Stock included in such underwritten public offering unless otherwise consented by the representative of the underwriters in such underwritten "public offering, and hereby agrees to execute and delivery to such underwriters such form of agreement reflecting such Holder's agreement as the Company and such underwriter may request.
Appears in 1 contract
Samples: Registration Rights Agreement (Eastman Chemical Co)
Holder Procedures. (i) Each Holder agrees, by acquisition of the Registrable Securities that, agrees that upon receipt of any notice from the Company of the happening of any event described in Section 6(a)(iii)(BSECTION 6(A) paragraphs (iii)(B), 6(a)(iii)(C(iii)(C), 6(a)(iii)(D(iii)(D) or 6(a)(iii)(E(iii)(E) hereof, such Holder shall forthwith discontinue disposition of any Registrable Securities (but, in the case of an event described in Section 6(a)(iii)(DSECTION 6(A)(III)(D), in the affected jurisdiction or jurisdictions only) covered by the affected registration statement or prospectus until such Holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iiiSECTION 6(A) paragraphs (iii) or 6(a)(xi(xi) hereof or until such Holder is (it being agreed by the Company that the underwriters, if any, shall also be) advised in writing (the "Advice") by the Company that the use of the applicable prospectus may be resumed. If the Company shall have given any such notice during a period when a Shelf Registration or a Demand Registration is in effect, the Shelf Period or four-month period mentioned in Section 2(a) or 3(bSECTION 3(B) hereof, as the case may be, shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities included in such Registration shall have received the copies of the supplemented or amended prospectus contemplated by Section 6(a)(iiiSECTION 6(A) paragraphs (iii) or 6(a)(xi(xi) hereof or the Advice, as the case may be.
(ii) In connection with any underwritten public offering of Registrable Securities pursuant to a Shelf Registration or Demand Registration, the managing underwriter of such offering shall be a nationally recognized an investment banking firm selected by the Majority Sellers Registered Holders and shall be reasonably acceptable to the Company.
Appears in 1 contract