Registration Conditions. Notwithstanding any other provision of this Agreement, the Company shall not be required to effect a registration of any Registrable Securities held by a Shareholder under this Article II, or file any post-effective amendment to such a registration statement relating to such a qualification: (a) unless, in the case of a request to participate in a registration under Section 2.1, such Shareholder agrees to sell and distribute a portion or all of its Registrable Securities in accordance with the plan or plans of distribution adopted by and through underwriters, if any, acting for the Company or any such other sellers of Common Stock; (b) unless such Shareholder agrees to bear a pro rata share of underwriter's discounts and commissions; (c) if, in the case of a request for registration under Section 2.2, the Company has given prior notice under Section 2.1 of its intention to file a registration statement under the Securities Act and has not completed or abandoned the proposed offering (for so long as the Company continues in good faith to pursue the proposed offering); and (d) unless the Company has received from such Shareholder all information the Company has reasonably requested concerning such Shareholder and its method of distribution of its respective Registrable Securities, so as to enable the Company to include in the registration statement all facts required to be disclosed in it.
Appears in 3 contracts
Samples: Registration Rights Agreement (Interstate Hotels & Resorts Inc), Distribution and Contribution Agreement (Interstate Hotels & Resorts Inc), Distribution and Contribution Agreement (Interstate Hotels & Resorts Inc)
Registration Conditions. Notwithstanding any other provision of this Agreement, the Company shall not be required to effect a registration of any Registrable Securities held by a Shareholder under this Article II, or file any post-effective amendment to such a registration statement relating to such a qualification:
(a) unless, in the case of a request to participate in a registration under Section 2.1, such Shareholder agrees to sell and distribute a portion or all of its Registrable Securities in accordance with the plan or plans of distribution adopted by and through underwriters, if any, acting for the Company or any such other sellers of Common Stock;
(b) unless such Shareholder agrees to bear a pro rata share of underwriter's ’s discounts and commissions;
(c) if, in the case of a request for registration under Section 2.2, the Company has given prior notice under Section 2.1 of its intention to file a registration statement under the Securities Act and has not completed or abandoned the proposed offering (for so long as the Company continues in good faith to pursue the proposed offering); and
(d) unless the Company has received from such Shareholder all information the Company has reasonably requested concerning such Shareholder and its method of distribution of its respective Registrable Securities, so as to enable the Company to include in the registration statement all facts required to be disclosed in it.
Appears in 1 contract
Samples: Registration Rights Agreement (Interstate Hotels & Resorts Inc)
Registration Conditions. Notwithstanding any other provision of this Agreement, the Company shall not be required to effect a registration of any Registrable Securities held by a Shareholder securities under this Article II, or file any post-effective amendment to such a registration statement relating to such a qualification:
(a) unless, in the case of a request to participate in a registration under Section 2.1, such unless Shareholder agrees to (x) sell and distribute a portion or all of its their Registrable Securities in accordance with the plan or plans of distribution adopted by and through underwriters, if any, acting for the Company or any such other sellers of Notes, Common Stock or Series B Preferred Stock;
, and (by) unless such Shareholder agrees to bear a pro rata share of underwriter's discounts and commissions;
(cb) if, in the case of a request for registration under Section 2.2, the Company has given prior notice under Section 2.1 of its intention to file a registration statement under the Securities Act and has not completed or abandoned the proposed offering (for so long as the Company continues in good faith to pursue the proposed offering); and
(dc) unless the Company has received from such Shareholder all information the Company has reasonably requested concerning such Shareholder and its their method of distribution of its respective Registrable Securities, so as to enable the Company to include in the registration statement all facts required to be disclosed in it.
Appears in 1 contract
Samples: Registration Rights Agreement (Interstate Hotels Corp)