Common use of No Registrations if Effective Shelf Clause in Contracts

No Registrations if Effective Shelf. Notwithstanding anything else to the contrary in this agreement, if, prior to any request for registration pursuant to Section 3(a) or Section 3(b) with respect to a Holder’s Registrable Securities, (i) the Company shall have filed a Shelf Registration Statement covering such Registrable Securities, (ii) such Shelf Registration Statement shall have registered for resale by the requesting Holders such Registrable Securities, (iii) the plan of distribution set forth in such Shelf Registration Statement includes underwritten offerings and (iv) the Shelf Registration Statement is effective when the requesting Holders would otherwise make a request for registration under Section 3(a) or Section 3(b), as applicable, the Company shall not be required to separately register any Registrable Securities in response to such request, and such request shall be deemed to be a request that the Company cooperate in effecting a Takedown of the Registrable Securities pursuant to such Shelf Registration Statement.

Appears in 7 contracts

Samples: Registration Rights Agreement (3G Capital Partners LP), Registration Rights Agreement (Burger King Worldwide, Inc.), Registration Rights Agreement (Burger King Worldwide, Inc.)

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No Registrations if Effective Shelf. Notwithstanding anything else to the contrary in this agreementAgreement, if, prior to any request for registration pursuant to Section 3(a2(a) or Section 3(b2(b) with respect to a Holder’s Registrable SecuritiesShares, (i) the Company shall have filed a Shelf Registration Statement covering such Registrable SecuritiesShares, (ii) such Shelf Registration Statement shall have registered for resale by the requesting Holders Holder such Registrable SecuritiesShares, (iii) the plan of distribution set forth in such Shelf Registration Statement includes underwritten offerings and (iv) the Shelf Registration Statement is effective when the requesting Holders would otherwise make a request for registration under Section 3(a2(a) or Section 3(b2(b), as applicable, the Company shall not be required to separately register any Registrable Securities Shares in response to such request, and such request shall be deemed to be a request that the Company cooperate in effecting a Takedown sale of the Registrable Securities Shares pursuant to such Shelf Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Phibro Animal Health Corp), Registration Rights Agreement (Phibro Animal Health Corp)

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