Common use of Holder Underwritten Offering Clause in Contracts

Holder Underwritten Offering. (i) One or more Electing Holders holding at least 25% of a class of then outstanding Registrable Securities may request that the Company effect an underwritten takedown under the Shelf Registration Statement of Registrable Securities held by such Electing Holder or Electing Holders in an amount equal to at least 25% of such class of then outstanding Registrable Securities (or, if less than such amount, all of their remaining Registrable Securities) (each, a “Holder Underwritten Offering”). Within five (5) business days of receipt of such request, the Company shall notify all other Holders and Other Registrable Securityholders of such request and shall (except as provided in clause (iii) below) include in such Holder Underwritten Offering all Registrable Securities and Other Registrable Securities requested to be included therein by Holders or Other Registrable Securityholders who respond within five (5) Business Days of the Company’s notification described above (such Holders who are not Electing Holders shall participate in the Holder Underwritten Offering only if they also become Electing Holders, and such Other Registrable Securityholders shall participate in the Holder Underwritten Offering only if they also become “Electing Holders” as such term is defined in the registration rights agreement with the Company in respect the Other Registrable Securities).

Appears in 6 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Lyon William H), Registration Rights Agreement (Lyon William H)

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Holder Underwritten Offering. (i) One or more Electing Holders holding at least 25% of a class of then outstanding Registrable Securities may request that the Company effect an underwritten takedown under the Shelf Registration Statement of Registrable Securities held by such Electing Holder or Electing Holders in an amount equal to at least 25% of such class of then outstanding Registrable Securities (or, if less than such amount, all of their remaining Registrable Securities) (each, a “Holder Underwritten Offering”). Within five (5) business days of receipt of such request, the Company shall notify all other Holders and Other Registrable Securityholders of such request and shall (except as provided in clause (iii) below) include in such Holder Underwritten Offering all Registrable Securities and Other Registrable Securities requested to be included therein by Holders or Other Registrable Securityholders who respond within five (5) Business Days of the Company’s notification described above (such Holders who are not Electing Holders shall participate in the Holder Underwritten Offering only if they also become Electing Holders, and such Other Registrable Securityholders shall participate in the Holder Underwritten Offering only if they also become “Electing Holders” as such term is defined in the registration rights agreement with the Company in respect the Other Registrable Securities).

Appears in 1 contract

Samples: Notes Registration Rights Agreement (William Lyon Homes)

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