Common use of Notice and Request for Incidental Registration Clause in Contracts

Notice and Request for Incidental Registration. Whenever the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the earlier of (i) the tenth day following receipt by the Corporation of notice of any demand registration rights or (ii) 30 days prior to the anticipated effectiveness of such registration. Subject to the provisions of Paragraphs C and D of this Article III, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 days after the mailing or delivery. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C of this Article III, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D of this Article III, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 2 contracts

Samples: Registration Rights Agreement (Systems Holding Inc), Registration Rights Agreement (Electronic Retailing Systems International Inc)

AutoNDA by SimpleDocs

Notice and Request for Incidental Registration. Whenever the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a Demand Registration or a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the earlier to occur of (i) the tenth day following receipt by the Corporation of notice of any exercise of other demand registration rights or (ii) 30 days prior to the anticipated effectiveness of such registration. Subject to the provisions of Paragraphs C D and D E of this Article IIIIV, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 days after the mailing or deliverydelivery of the Corporation's notice. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C D of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D E of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 2 contracts

Samples: Registration Rights Agreement (Systems Holding Inc), Registration Rights Agreement (Electronic Retailing Systems International Inc)

Notice and Request for Incidental Registration. Whenever the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a Demand Registration or a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the earlier to occur of (i) the tenth day following receipt by the Corporation of notice of any exercise of other demand registration rights or (ii) 30 days prior to the anticipated effectiveness of such registration. Subject to the provisions of Paragraphs C D and D E of this Article IIIIV, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 days after the mailing or delivery. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C D of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D E of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 2 contracts

Samples: Registration Rights Agreement (Systems Holding Inc), Registration Rights Agreement (Electronic Retailing Systems International Inc)

Notice and Request for Incidental Registration. Whenever Whenever, after January 1, 2000, the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a Demand Registration or a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the earlier to occur of (i) the tenth day following receipt by the Corporation of notice of any exercise of other demand registration rights or (ii) 30 45 days prior to the anticipated effectiveness of such registrationfiling date. Subject to the provisions of Paragraphs C D and D E of this Article IIIIV, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 business days after the mailing receipt by the applicable holder of the Corporation's notice. The holders of Registrable Securities shall be permitted to withdraw all or deliveryany part of the Registrable Securities from a Incidental Registration at any time prior to the effective date of such Incidental Registration. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C D of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D E of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 1 contract

Samples: Registration Rights Agreement (Garfinkle Norton Et Al)

Notice and Request for Incidental Registration. Whenever the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a Mandatory Registration or a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the 57 earlier to occur of (i) the tenth day following receipt by the Corporation of notice of any exercise of other demand registration rights or (ii) 30 45 days prior to the anticipated effectiveness of such registrationfiling date. Subject to the provisions of Paragraphs C and D of this Article IIIIV, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 business days after the mailing or deliveryreceipt by the applicable holder of the Corporation's notice. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 1 contract

Samples: Stock Purchase Agreement (Super Vision International Inc)

AutoNDA by SimpleDocs

Notice and Request for Incidental Registration. Whenever the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a Mandatory Registration or a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the earlier to occur of (i) the tenth day following receipt by the Corporation of notice of any exercise of other demand registration rights or (ii) 30 45 days prior to the anticipated effectiveness of such registrationfiling date. Subject to the provisions of Paragraphs C and D of this Article IIIIV, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 business days after the mailing or deliveryreceipt by the applicable holder of the Corporation's notice. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 1 contract

Samples: Registration Rights Agreement (Hayward Industries Inc)

Notice and Request for Incidental Registration. Whenever Whenever, after January 1, 2000, the Corporation proposes to register any of its securities under the Securities Act, other than pursuant to a Demand Registration or a registration on Forms S-4 or S-8 or comparable forms (hereinafter referred to as an "Incidental Registration"), the Corporation shall give written notice to all holders of Registrable Securities of its intention to effect such a registration not later than the earlier to occur of (i) the tenth day following receipt by the Corporation of notice of any exercise of other demand registration rights or (ii) 30 45 days prior to the anticipated effectiveness of such registrationfiling date. Subject to the provisions of Paragraphs C D and D E of this Article IIIIV, the Corporation shall include in such Incidental Registration all Registrable Securities with respect to which the Corporation has received written requests for inclusion therein within 15 business days after the mailing receipt by the applicable holder of the Corporation's notice. The holders of Registrable Securities shall be permitted to withdraw all or deliveryany part of the Registrable Securities from an Incidental Registration at any time prior to the effective date of such Incidental Registration. If an Incidental Registration is an underwritten offering effected: (i) under Paragraph C D of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being issued and sold by the Corporation; or (ii) under Paragraph D E of this Article IIIIV hereof, all Persons whose securities are included in the Incidental Registration shall be obligated to sell their securities on the same terms and conditions as apply to the securities being sold by the Person or Persons who initiated the Incidental Registration under said paragraph.

Appears in 1 contract

Samples: Registration Rights Agreement (Esynch Corp/Ca)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!