Common use of Preemption Clause in Contracts

Preemption. If not more than 30 days prior to receipt of any request for a Demand Registration pursuant to Section 5.2(a) the Company shall have (i) circulated to prospective underwriters and their counsel a draft of a Registration Statement for a primary offering of equity securities on behalf of the Company, (ii) solicited bids for a primary offering of Common Shares, or (iii) otherwise reached an understanding with an underwriter with respect to a primary offering of Common Shares, the Company may preempt the Demand Registration with such primary offering by delivering written notice of such intention (the “Preemption Notice”) to the Holders making a request for a Demand Registration within five days after the Company has received the request. The period of preemption may be up to 45 days following the date of the Preemption Notice. Notwithstanding anything to the contrary herein, the Company shall not be entitled to exercise its right to preempt a Demand Registration pursuant to this Section 5.2(f) more than once during any 12-month period.

Appears in 4 contracts

Samples: Shareholders Agreement, Shareholders Agreement (Hawker Beechcraft Notes Co), Shareholders Agreement (Sensus Metering Systems Inc)

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Preemption. If not more than 30 thirty (30) days prior to receipt of any request for a Demand Registration pursuant to Section 5.2(a) Request the Company shall have (i) circulated to prospective underwriters and their counsel a draft of a Registration Statement for a primary offering of equity securities on behalf of the Company, ; (ii) solicited bids for a primary offering of shares of Common Shares, Stock; or (iii) otherwise reached an understanding with an underwriter with respect to a primary offering of shares of Common SharesStock, the Company may preempt the Demand Registration with such primary offering by delivering written notice of such intention (the “Preemption Notice”) to the Holders making a request for a Demand Registration Demanding Holder within five days two (2) Business Days after the Company has received the requestDemand Registration Request. The period of preemption may be up to 45 thirty (30) days following the date of the Preemption Notice. Notwithstanding anything to the contrary herein, the Company shall not be entitled to exercise its right to preempt a Demand Registration pursuant to this Section 5.2(f) 3.1.3 more than once during in any 12-month twelve (12)-month period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Surgical Care Affiliates, Inc.), Registration Rights Agreement (ASC Acquisition LLC)

Preemption. If not more than 30 days prior to receipt of any request for a Demand Registration pursuant to Section 5.2(a) the Company shall have (i) circulated to prospective underwriters and their counsel a draft of a Registration Statement for a primary offering of equity securities on behalf of the Company, (ii) solicited bids for a primary offering of Common shares of Company Shares, or (iii) otherwise reached an understanding with an underwriter with respect to a primary offering of Common shares of Company Shares, the Company may preempt the Demand Registration with such primary offering by delivering written notice of such intention (the “Preemption Notice”) to the Holders making a request for a Demand Registration within five days after the Company has received the request. The period of preemption may be up to 45 days following the date of the Preemption Notice. Notwithstanding anything to the contrary herein, the Company shall not be entitled to exercise its right to preempt a Demand Registration pursuant to this Section 5.2(f) more than once during any 12-month period.

Appears in 1 contract

Samples: Shareholders’ Agreement (Burger King Holdings Inc)

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Preemption. (a) If not more than 30 days prior to receipt of any request for a Demand Registration pursuant to Section 5.2(a) Notice of Demand, the Company shall have (i) circulated to prospective underwriters and their counsel a draft of a Registration Statement for a primary offering of equity securities on behalf of the Company, ; (ii) solicited bids for a primary offering of Common Ordinary Shares, ; or (iii) otherwise reached an understanding with an underwriter with respect to a primary offering of Common Ordinary Shares, the Company may preempt the Demand Registration with such primary offering by delivering written notice of such intention (the “Preemption Notice”) to the Holders making a request for a Demand Registration within five days after the Company has received the requestNotice of Demand. The period of preemption may be up to 45 60 days following the date of the Preemption Notice. Notwithstanding anything to the contrary herein, the Company shall not be entitled to exercise its right to preempt a Demand Registration pursuant to this Section 5.2(f) more than once during any 12-month period.

Appears in 1 contract

Samples: Registration Rights Agreement (MIE Holdings Corp)

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