Limitations on Registrations. The rights of Investors of Registrable Securities to request Demand Registrations pursuant to Section 2(a)(i) are subject to the following limitations: (1) in no event shall the Company be required to effect a Demand Registration unless the reasonably anticipated aggregate offering price to the public of all Registrable Securities for which registration has been requested by Investors, together with any shares sold by the Company for its own account, will be at least $1,000,000 or, if the foregoing is not satisfied, all of the Registrable Securities held by the Investors requiring registration are included in the Demand Registration; and (2) in no event shall the Company be required to effect, in the aggregate, more than one (1) Demand Registration in any twelve (12) month period involving an Underwritten Offering; provided, however, (x) such number shall be increased to the extent the Company does not include in what would otherwise be the final registration the number of Registrable Securities requested to be registered by the Investors by reason of Section 2(a)(ii) and (y) there is no limitation on the number of Demand Registrations that will be Shelf Registrations.
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Samples: Registration Rights Agreement (Advanced Environmental Recycling Technologies Inc), Registration Rights Agreement (H.I.G. Aert, LLC)
Limitations on Registrations. The rights of Investors Holders of Registrable Securities to request Demand Registrations pursuant to Section 2(a)(i2.1(a) are subject to the following limitations:
(1i) in no event shall the Company be required to effect a Demand Registration unless the reasonably anticipated aggregate offering price to the public of all Registrable Securities for which registration has been requested by InvestorsHolders, together with any shares sold by the Company for its own account, will be at least $1,000,000 or, if the foregoing is not satisfied, all of the Registrable Securities held by the Investors Holders requiring registration are included in the Demand Registration; and
(2ii) in no event shall the Company be required to effect, in the aggregate, more than one three (13) Demand Registration in any twelve (12) month period involving an Registrations that are Underwritten OfferingOfferings; provided, however, (x) that such number shall be increased to the extent the Company does not include in what would otherwise be the final registration the number of Registrable Securities requested to be registered by the Investors Holders by reason of Section 2(a)(ii) and (y) there is no limitation on the number of Demand Registrations that will be Shelf Registrations2.1(b).
Appears in 2 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (Tempus Applied Solutions Holdings, Inc.)
Limitations on Registrations. The rights of Investors Holders of Registrable Securities to request Demand Registrations pursuant to Section 2(a)(i2.1(a) are subject to the following limitations:
: (1i) in no event shall the Company be required to effect a Demand Registration unless the reasonably anticipated aggregate offering price to the public of all Registrable Securities for which registration has been requested by Investorsbefore May 31, together with any shares sold by the Company for its own account1998, will be at least $1,000,000 or, if the foregoing is not satisfied, all of the Registrable Securities held by the Investors requiring registration are included in the Demand Registration; and
and (2ii) in no event shall the Company be required to effect, in the aggregate, pay Registration Expenses of more than one (1) two Demand Registration in any twelve (12) month period involving an Underwritten OfferingRegistrations; provided, however, (x) that such number shall be increased to the extent the Company does not include in what would otherwise be the final registration for which the Company is required to pay Registration Expenses the number of Registrable Securities requested to be registered by the Investors Holders by reason of Section 2(a)(ii) 2.1(b); and (y) there is no limitation provided, further, that the Registration Expenses in connection with each other Demand Registration shall be allocated pro rata among all Persons on whose behalf securities of the Company are included in such registration, on the number basis of the respective amounts of the securities then being registered on their behalf. The Holders may request one Demand Registrations that will be Shelf RegistrationsRegistration in addition to those provided for above, but the Holders must pay the Registration Expenses for such additional Demand Registration.
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Samples: Registration Rights Agreement (Wexford Management LLC)