Common use of Participation in Demand Registrations Clause in Contracts

Participation in Demand Registrations. The Company shall not include any securities other than Registrable Securities in a Demand Registration, except (i) for Shares that the Company proposes to sell for its own account and (ii) with the written consent (such consent not to be unreasonably withheld, delayed or conditioned) of Stockholders participating in such Demand Registration that hold a majority of the Registrable Securities in such Demand Registration. If, in connection with a Demand Registration, the lead managing or co-managing underwriter(s) advise(s) the Company, in writing, that, in its opinion, the inclusion of all of the securities, including securities of the Company that are not Registrable Securities, sought to be registered in connection with such Demand Registration would adversely affect the distribution of the Registrable Securities sought to be sold pursuant thereto, then the Company shall include in such registration statement only such securities as the Company is advised by such underwriter(s) can be sold without such adverse effect (the “Maximum Amount”) as follows and in the following order of priority:

Appears in 2 contracts

Samples: Registration Rights Agreement (Sonus Networks, Inc.), Agreement and Plan of Merger (Sonus Networks Inc)

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Participation in Demand Registrations. The Company Corporation shall not include any securities other than Registrable Securities in a Demand Registration, except (i) for Shares that the Company proposes to sell for its own account and (ii) with the written consent (such consent not to be unreasonably withheld, delayed or conditioned) of Stockholders participating in such Demand Registration that hold a majority of the Registrable Securities in such Demand RegistrationFund IV. If, in connection with a Demand Registration, any managing underwriter (or, if such Demand Registration is not an underwritten offering, a nationally recognized independent underwriter selected by Fund IV (which such underwriter shall be reasonably acceptable to the lead managing or co-managing underwriter(sCorporation and whose fees and expenses shall be borne solely by the Corporation)) advise(s) advises the Company, in writing, Corporation and Fund IV that, in its opinion, the inclusion of all of the securitiesRegistrable Securities and, including if authorized pursuant to this Article IV, other securities of the Company that are not Registrable SecuritiesCorporation, in each case, sought to be registered in connection with such Demand Registration would adversely affect the distribution marketability of the Registrable Securities sought to be sold pursuant thereto, then the Company Corporation shall include in such the registration statement applicable to such Demand Registration only such securities as the Company is Corporation and Fund IV are advised by such underwriter(s) underwriter can be sold without such adverse an effect (the "Maximum Amount”) Demand Number"), as follows and in the following order of priority:

Appears in 2 contracts

Samples: Security Holders' Agreement (PGT, Inc.), Security Holders' Agreement (PGT, Inc.)

Participation in Demand Registrations. The Company shall not include any securities other than Registrable Securities in a Demand Registration, except (i) for Shares that the Company proposes to sell for its own account and (ii) with the written consent (such consent not to be unreasonably withheld, delayed or conditioned) of Stockholders participating in such Demand Registration that hold a majority of the Registrable Securities in such Demand Registration. If, in connection with a Demand Registration, the lead managing or co-managing underwriter(s) advise(s) the Company, in writing, that, in its opinion, the inclusion of all of the securities, including securities of the Company that are not Registrable Securities, sought to be registered in connection with such Demand Registration would adversely affect the distribution of the Registrable Securities sought to be sold pursuant thereto, then the Company shall include in such registration statement only such securities as the Company is advised by such underwriter(s) can be sold without such adverse effect (the “Maximum Amount”) as follows and in the following order of priority:

Appears in 2 contracts

Samples: Registration Rights Agreement (Ribbon Communications Inc.), Registration Rights Agreement (Ribbon Communications Inc.)

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Participation in Demand Registrations. The Company Holdco shall not include any securities other than Registrable Securities in a Demand Registration, except (i) for Shares that the Company Holdco proposes to sell for its own account and (ii) with the written consent (such consent not to be unreasonably withheld, delayed or conditioned) of Stockholders Shareholders participating in such Demand Registration that hold a majority of the Registrable Securities in such Demand Registration. If, in connection with a Demand Registration, the lead managing or co-managing underwriter(s) advise(s) the CompanyHoldco, in writing, that, in its opinion, the inclusion of all of the securities, including securities of the Company Holdco that are not Registrable Securities, sought to be registered in connection with such Demand Registration would adversely affect the distribution of the Registrable Securities sought to be sold pursuant thereto, then the Company Holdco shall include in such registration statement only such securities as the Company Holdco is advised by such underwriter(s) can be sold without such adverse effect (the “Maximum Amount”) as follows and in the following order of priority:

Appears in 1 contract

Samples: Registration Rights Agreement (Ferroglobe PLC)

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