Common use of Notice to Other Holders Clause in Contracts

Notice to Other Holders. Within four (4) Business Days after receipt of any Demand Request, the Company will give written notice of the Demand Registration to all other Holders and, subject to the terms of Section 1(e) and Section 3, will include in such Demand Registration (and in all related registrations and qualifications under state blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within seven (7) days after the receipt of the Company’s notice; provided that, with the written consent of the Holders of a majority of the LCP Registrable Securities, in the case of a Demand Request initiated by such Holders, or the Holders of a majority of the GIC Registrable Securities, in the case of a Demand Request initiated by such Holders, the Company may, or, at the written request of the Holders of a majority of the LCP Registrable Securities, in the case of a Demand Request initiated by such Holders, or the Holders of a majority of the GIC Registrable Securities, in the case of a Demand Request initiated by such Holders, the Company shall, instead provide written notice of the Demand Registration to all other Holders within three (3) Business Days following the non-confidential filing of the registration statement with respect to the Demand Registration; provided further that, if a Demand Request is delivered prior to the expiration of the IPO Lock-up Period, the Company shall not be obligated to file (but shall be obligated to prepare) the applicable registration statement prior to the expiration of the IPO Lock-up Period.

Appears in 3 contracts

Samples: Registration Rights and Lock Up Agreement (Leslie's, Inc.), Registration Rights and Lock Up Agreement (Leslie's, Inc.), Registration Rights and Lock Up Agreement (Leslie's, Inc.)

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Notice to Other Holders. Within four (4) Business Days after receipt of any Demand Requestsuch request, the Company will give written notice of the Demand Registration to (x) all 2% Holders, if the Demand Registration is not a Shelf Registration or is a Long-Form Registration that is also a Shelf Registration or (y) all other Holders Holders, if the Demand Registration is a Short-Form Registration that is a Shelf Registration, and, subject to the terms of Section 1(e) and Section 3), will include in such Demand Registration (and in all related registrations and qualifications under state blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within seven (7) 10 days after the receipt of the Company’s notice; provided that, with the written consent of the Holders of a majority of the LCP Registrable Securities, in the case of a Demand Request initiated by such Holders, or the Holders of a majority of the GIC Registrable Securities, in the case of a Demand Request initiated by such Holdersdemanding 5% Holder, the Company may, or, or at the written request of the Holders of a majority of the LCP Registrable Securities, in the case of a Demand Request initiated by such Holders, or the Holders of a majority of the GIC Registrable Securities, in the case of a Demand Request initiated by such Holdersdemanding 5% Holder, the Company shall, instead provide written notice of the Demand Registration to all other Holders entitled to receipt thereof within three (3) Business Days following the non-confidential filing of the registration statement with respect to the Demand Registration; provided further that, if a Demand Request Registration so long as such registration statement is delivered prior to not an Automatic Shelf Registration Statement. For the expiration avoidance of the IPO Lock-up Perioddoubt, the Company shall Company’s obligation to include Registrable Securities in the Demand Registration as set forth above will not be obligated affected by its decision to file (but shall be obligated to prepare) provide notice after the applicable non-confidential filing of a registration statement prior to the expiration of the IPO Lock-up Periodstatement.

Appears in 1 contract

Samples: Registration Rights Agreement (Hornbeck Offshore Services Inc /La)

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