Number of Registrations. The Holders of Registrable Securities will be entitled to request the following number and types of registrations: (i) Xxxxxx shall be entitled to request one Demand Registration on Form S-1 (or any successor to such form), (ii) the Holders of at least 25% of the Registrable Securities then outstanding shall be entitled to request three Demand Registrations on Form S-1 (or any successor to such form), and (iii) the Holders of Registrable Securities will be entitled to unlimited Demand Registrations on Form S-3 (or any successor to such form), for which the Company will pay all Registration Expenses; provided, that the aggregate offering value of the Registrable Securities requested to be registered under Sections 1(b)(i), (ii) and (iii) must be reasonably expected (at the time of the request) to equal at least $2,500,000. A registration will not count as a Demand Registration (x) until it has become effective and the Holders have sold, in the aggregate, no less than 50% of the shares of Registrable Securities requested to be registered in the Demand Registration, or (y) if the offering of the Registrable Securities pursuant to such registration is interfered with for any reason by any stop order, injunction or other order or requirement of the Commission (other than any stop order, injunction or other requirement of the Commission prompted by acts or omissions of Holders of Registrable Securities); provided, however, that except as otherwise provided herein whether or not it becomes effective the Company will pay all Registration Expenses in connection with any registration so initiated.
Appears in 1 contract
Samples: Registration Rights Agreement (Halsey Drug Co Inc/New)
Number of Registrations. The Holders of Registrable Securities will be entitled to request the following number and types of registrations: (i) Xxxxxx Galen shall be entitled to request two Demand Registrations on Form X-0 (or any successor to such form), (ii) Watson shall be entitled to request two Demand Registrations on Form X-0 (or any successor to such form), (iii) the Holders of at least 20% of the Registrable Securities then outstanding shall be entitled to request one Demand Registration on Form S-1 (or any successor to such form), provided that all Demand Registrations requested pursuant to subsections (i) and (ii) the Holders of at least 25% of the Registrable Securities then outstanding above shall be entitled deemed to request three have occurred prior to the Demand Registrations on Form S-1 Registration pursuant to this subsection (or any successor to such formiii), and (iiiiv) the Holders of Registrable Securities will be entitled to unlimited Demand Registrations on Form S-3 (or any successor to such form), for which the Company will pay all Registration Expenses; provided, that the aggregate offering value of the Registrable Securities requested to be registered under Sections 1(b)(i), (ii) and (iii) must be reasonably expected (at the time of the request) to equal at least $2,500,000. A registration will not count as a Demand Registration (x) until it has become effective and effective, (y) the Holders have sold, in the aggregate, no less than 50% of the shares of Registrable Securities requested to be registered in the Demand Registration, or Registration and (yz) if the offering of the Registrable Securities pursuant to such registration is interfered with for any reason by any stop order, injunction or other order or requirement of the Commission (other than any stop order, injunction or other requirement of the Commission prompted by acts or omissions of Holders of Registrable Securities); provided, however, that except as otherwise provided herein whether or not it becomes effective the Company will pay all Registration Expenses in connection with any registration so initiated.
Appears in 1 contract
Samples: Registration Rights Agreement (Halsey Drug Co Inc/New)
Number of Registrations. The Holders of Registrable Securities will be entitled to request the following number and types of registrations: (i) Xxxxxx Galen shall be entitled to request two Demand Registrations on Fxxx X-1 (or any successor to such form), (ii) Watson shall be entitled to request two Demand Registrations on Form S-0 (xx any successor to such form), (iii) the Holders of at least twenty percent (20%) of the Registrable Securities then outstanding shall be entitled to request one Demand Registration on Form S-1 (or any successor to such form), provided that all Demand Registrations requested pursuant to subsections (i) and (ii) the Holders of at least 25% of the Registrable Securities then outstanding above shall be entitled deemed to request three have occurred prior to the Demand Registrations on Form S-1 Registration pursuant to this subsection (or any successor to such formiii), and (iiiiv) the Holders of Registrable Securities will be entitled to unlimited Demand Registrations on Form S-3 (or any successor to such form), for which the Company will pay all Registration Expenses; provided, that the aggregate offering value of the Registrable Securities requested to be registered under Sections 1(b)(i), (ii) and (iii) must be reasonably expected (at the time of the request) to equal at least $2,500,000. A registration will not count as a Demand Registration (x) until it has become effective and effective, (y) the Holders have sold, in the aggregate, no less than fifty percent (50% %) of the shares of Registrable Securities requested to be registered in the Demand Registration, or Registration and (yz) if the offering of the Registrable Securities pursuant to such registration is interfered with for any reason by any stop order, injunction or other order or requirement of the Commission (other than any stop order, injunction or other requirement of the Commission prompted by acts or omissions of Holders of Registrable Securities); provided, however, that except as otherwise provided herein whether or not it becomes effective the Company will pay all Registration Expenses in connection with any registration so initiated.
Appears in 1 contract
Samples: Registration Rights Agreement (Halsey Drug Co Inc/New)
Number of Registrations. The Holders of Registrable Securities will be entitled to request the following number and types of registrations: (i) Xxxxxx Galen shall be entitled to xxxxxst two Demand Registrations on Form S-1 (or any successor to such form), (ii) Watson shall be entitled tx xxxxest two Demand Registrations on Form S-1 (or any successor to such form), (iii) the Holders of at least 20% of the Registrable Securities then outstanding shall be entitled to request one Demand Registration on Form S-1 (or any successor to such form), provided that all Demand Registrations requested pursuant to subsections (i) and (ii) the Holders of at least 25% of the Registrable Securities then outstanding above shall be entitled deemed to request three have occurred prior to the Demand Registrations on Form S-1 Registration pursuant to this subsection (or any successor to such formiii), and (iiiiv) the Holders of Registrable Securities will be entitled to unlimited Demand Registrations on Form S-3 5-3 (or any successor to such form), for which the Company will pay all Registration Expenses; provided, that the aggregate offering value of the Registrable Securities requested to be registered under Sections 1(b)(i), (ii) and (iii) must be reasonably expected (at the time of the request) to equal at least $2,500,000. A registration will not count as a Demand Registration (x) until it has become effective and effective, (y) the Holders have sold, in the aggregate, no less than 50% of the shares of Registrable Securities requested to be registered in the Demand Registration, or Registration and (yz) if the offering of the Registrable Securities pursuant to such registration is interfered with for any reason by any stop order, . injunction or other order or requirement of the Commission (other than any stop order, injunction or other requirement of the Commission prompted by acts or omissions of Holders of Registrable Securities); provided, however, that except as otherwise provided herein whether or not it becomes effective the Company will pay all Registration Expenses in connection with any registration so initiated.
Appears in 1 contract
Samples: Registration Rights Agreement (Galen Partners Iii L P)