Common use of Participation in Demand Registrations Clause in Contracts

Participation in Demand Registrations. Except with the prior written consent of the Demanding Investor, the Company may not include any securities to be sold for the Company’s account or for the account of other Persons that are not holders of Registrable Securities, other than the other Investor and its Affiliates, in a Demand Registration. If, in connection with a Demand Registration, any managing underwriter advises the Company and the Demanding Investor that, in its opinion, the inclusion of all the Registrable Securities and, if authorized pursuant to this Article III, other securities of the Company, in each case, sought to be registered in connection with such Demand Registration would adversely affect the marketability of the Registrable Securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Demand Registration only such securities as the Company, the Demanding Investor, and the other Investor are advised by such underwriter can be sold without such an effect (the “Maximum Demand Number”), as follows and in the following order of priority:

Appears in 4 contracts

Samples: Registration Rights Agreement (Builders FirstSource, Inc.), Registration Rights Agreement (Building Products, LLC), Investment Agreement (Building Products, LLC)

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Participation in Demand Registrations. Except with the prior written consent of the Demanding Investor, the Company may not include any securities to be sold for the Company’s account or for the account of other Persons that are not holders of Registrable Securities, other than the other Investor and its Affiliates, in a Demand Registration. If, in connection with a Demand Registration, any the managing underwriter advises the Company and the Demanding Investor holders of the Registrable Securities sought to be included in such Demand Registration in writing that, in its opinion, the marketability of the Registrable Securities sought to be sold pursuant thereto would be adversely affected by the inclusion of all both the Registrable Securities and, if authorized pursuant to this Article IIIparagraph, other securities of the Company, in each case, sought to be registered in connection with such Demand Registration would adversely affect the marketability of the Registrable Securities sought to be sold pursuant theretoRegistration, then the Company shall include in the registration statement applicable to such Demand Registration only such securities as the Company, the Demanding Investor, Company and the other Investor holders of Registrable Securities sought to be registered therein ("Demanding Sellers") are advised in writing by such underwriter can be sold without such an effect (the "Maximum Demand Number"), as follows and in the following order of priority:

Appears in 2 contracts

Samples: Registration and Preemptive Rights Agreement (Sky Games International LTD), Registration and Preemptive Rights Agreement (Harrahs Entertainment Inc)

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Participation in Demand Registrations. Except with the prior written consent of the Demanding Investor, the Company may not include any securities to be sold for the Company’s account or for the account of other Persons that are not holders of Registrable Securities, other than the other Investor and its Affiliates, in a Demand Registration. If, in connection with a Demand Registration, any managing underwriter advises the Company and the Demanding Investor that, in its opinion, the inclusion of all the Registrable Securities and, if authorized pursuant to this Article IIIII, other securities of the Company, in each case, sought to be registered in connection with such Demand Registration would adversely affect the marketability of the Registrable Securities sought to be sold pursuant thereto, then the Company shall include in the registration statement applicable to such Demand Registration only such securities as the Company, the Demanding Investor, and the other Investor are advised by such underwriter can be sold without such an effect (the “Maximum Demand Number”), as follows and in the following order of priority:

Appears in 2 contracts

Samples: Registration Rights Agreement (MFP Investors LLC), Investment Agreement (Cache Inc)

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