Common use of Registration of Warrants and Warrant Shares Clause in Contracts

Registration of Warrants and Warrant Shares. (a) Boeing or a majority of the Holders of the Warrants shall have the right, at any time to make written request to the Company to register under the Act any of its or their Common Stock issued under the Warrant. Promptly upon receipt of such request, the Company shall file with the Securities and Exchange Commission a registration statement on the applicable form for the registration of such Common Stock and shall use its best efforts to cause such registration statement to become effective as soon as practicable to permit or facilitate the sale and distribution of such Common Stock. Immediately upon receipt of a request for registration pursuant to this Section 13.1(a), the Company shall notify each of the other Holders of such request. The Company is obligated to effect only one such registration pursuant to this Section 13.1(a). (b) If the Company at any time proposes to register any of its Common Stock under the Act for its own account or for the account of any Holder or any other person (other than (i) any registration of an offering solely to employees of the Company or its subsidiaries or (ii) any registration relating to a merger or other business combination transaction), it shall promptly give written notice to the Holder of its intention to do so, and the Company shall include in such registration, subject to Section 13.2 hereof, all Warrant Shares that the Holder shall specify in a written notice delivered to the Company within 30 days after its receipt of the Company's notice of the proposed filing of the registration statement, provided that the Company shall not be required to include in such registration any Warrant Shares that a Holder shall so specify if in the unqualified opinion of counsel to the Company reasonably acceptable to the Holder so specifying, registration under the Act is not required for the transfer of such Warrant Shares in the manner requested by such Holder or that a post-effective amendment to an existing registration statement would be legally sufficient for such transfer and the Company shall have obtained such a post-effective amendment.

Appears in 3 contracts

Samples: Warrant Agreement (World Airways Inc /De/), Warrant Agreement (World Airways Inc /De/), Warrant Agreement (World Airways Inc /De/)

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Registration of Warrants and Warrant Shares. (a) Boeing ILFC or a majority of the Holders of the Warrants shall have the right, at any time to make written request to the Company to register under the Act any of its or their Common Stock issued under the Warrant. Promptly upon receipt of such request, the Company shall file with the Securities and Exchange Commission a registration statement on the applicable form for the registration of such Common Stock and shall use its best efforts to cause such registration statement to become effective as soon as practicable to permit or facilitate the sale and distribution of such Common Stock. Immediately upon receipt of a request for registration pursuant to this Section 13.1(a), the Company shall notify each of the other Holders of such request. The Company is obligated to effect only one such registration pursuant to this Section 13.1(a). (b) If the Company at any time proposes to register any of its Common Stock under the Act for its own account or for the account of any Holder or any other person (other than (i) any registration of an offering solely to employees of the Company or its subsidiaries or (ii) any registration relating to a merger or other business combination transaction), it shall promptly give written notice to the Holder of its intention to do so, and the Company shall include in such registration, subject to Section 13.2 hereof, all Warrant Shares that the Holder shall specify in a written notice delivered to the Company within 30 days after its receipt of the Company's notice of the proposed filing of the registration statement, provided that the Company shall not be required to include in such registration any Warrant Shares that a Holder shall so specify if in the unqualified opinion of counsel to the Company reasonably acceptable to the Holder so specifying, registration under the Act is not required for the transfer of such Warrant Shares in the manner requested by such Holder or that a post-effective amendment to an existing registration statement would be legally sufficient for such transfer and the Company shall have obtained such a post-effective amendment.

Appears in 1 contract

Samples: Warrant Agreement (World Airways Inc /De/)

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