Common use of Registration on Request Clause in Contracts

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up Period, upon the written request of one or more holders of Registrable Securities, requesting that the Company effect the registration under the Securities Act of all or a portion of such holders’ Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, the Company will use its commercially reasonable efforts to effect the registration under the Securities Act of: (A) the Registrable Securities that the Company has been so requested to register by such holders, and (B) all other Registrable Securities that the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days after the giving of such written notice by the Company specified in Section 2.1(a)(i) all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 3 contracts

Samples: Registration Rights Agreement (Parsley Energy, Inc.), Registration Rights Agreement (Parsley Energy, Inc.), Registration Rights Agreement (Parsley Energy, Inc.)

AutoNDA by SimpleDocs

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up Period, upon Upon the written request of one or more holders of Registrable Securities, Securities requesting that the Company effect the registration under the Securities Act of all or a portion of such holders' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and; (ii) Subject Promptly after the performance of any obligations imposed under clause (i) of this Section 2.1(a), and subject to the limitations set forth in subsection (e) of this Section 2.1(e) below2.1, the Company will use its commercially reasonable best efforts to effect the registration under the Securities Act of: (A) the Registrable Securities that which the Company has been so requested to register by such holders, and (B) all other Registrable Securities that which the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days 30 days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite required to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.;

Appears in 2 contracts

Samples: Registration Rights Agreement (Quantum Energy Partners L P), Preferred Stock Purchase Agreement (Texoil Inc /Nv/)

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up Perioddate hereof, upon the written request of one or more holders of Registrable Securities, requesting that the Company effect the registration under the Securities Act of all or a portion of such holders' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and; (ii) Subject Promptly after providing the notice required by clause (i) of this Section 2.1(a), and subject to the limitations set forth in subsection (e) of this Section 2.1(e) below2.1, the Company will use its commercially reasonable best efforts to effect the registration under the Securities Act of: (A) the Registrable Securities that which the Company has been so requested to register by such holders, and (B) all other Registrable Securities that which the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days 30 days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pure Resources Inc), Registration Rights Agreement (Hightower Jack)

Registration on Request. (a) Concurrently with or the expiration of, and from time to time after after, the Lock-Up Period, upon the written request of one or more holders of Registrable SecuritiesSecurities (a “Registration Request”), requesting that the Company effect the registration under the Securities Act of all or a portion of such holders’ Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration the Registration Request to all other holders of Registrable Securities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, the Company will use its commercially reasonable efforts to effect shall effect, as soon thereafter as practicable, but not more than sixty (60) days immediately after the Company’s receipt of the Registration Request, the registration under the Securities Act of: (A) the Registrable Securities that the Company has been so requested to register by such holders, and (B) all other Registrable Securities that the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days after the giving of such written notice by the Company specified in Section 2.1(a)(i) all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 2 contracts

Samples: Registration Rights Agreement (Remora Royalties, Inc.), Registration Rights Agreement (Remora Royalties, Inc.)

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up Period, upon Request. Upon the written request of one or more holders of Registrable Securitiesthe Initiating Holders, requesting that the Company effect the registration under the Securities Act of all or a portion part of such holders’ Initiating Holders' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offeringthereof, the parties hereto agree as follows: (i) The Company will will, subject to the terms hereof, promptly give written notice of such requested registration regis- tration to all other registered holders of Registrable SecuritiesSecu- rities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, and thereupon the Company will use its commercially reasonable reason- able best efforts to effect the registration under the Securities Act of: of (Ai) the Registrable Securities that which the Company has been so requested to register by such holdersInitiating Holders for disposition in accordance with the intended method of disposition stated in such request, and and (Bii) all other Registrable Securities that the Company has been requested to register by the holders thereof by of which shall have made a written request given to the Company for registration thereof within five Business Days 30 days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the in- tended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities Common Stock, so to be registered. The Company shall have the right to select the managing underwriter in any registration pursuant to this Section 5.1, subject to the approval of the Initiating Holders (not to be unreasonably withheld).

Appears in 1 contract

Samples: Stock Purchase Agreement (Harris & Harris Group Inc /Ny/)

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up PeriodInitial Registration Date, upon the written request of one or more holders of Registrable Securities, requesting that the Company effect the registration under the Securities Act of all or a portion of such holders' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and; (ii) Subject Promptly after providing the notice required by clause (i) of this Section 2.1(a), and subject to the limitations set forth in subsection (e) of this Section 2.1(e) below2.1, the Company will use its commercially reasonable best efforts to effect the registration under the Securities Act of: (A) the Registrable Securities that which the Company has been so requested to register by such holders, and (B) all other Registrable Securities that which the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days 30 days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Petroglyph Energy Inc)

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up Period, upon Upon the written request of E-P which can only be made after one year following the date of this Agreement (or, if earlier, commencing on the date the Company calls the Warrants for redemption pursuant to Section 19 of the Warrants), or the holder or holders of a majority or more holders of the Registrable Securities, requesting that the Company effect the registration of all or part of such holders' Registrable Securities under the Securities Act of all or in connection with a portion sale of such holders’ Registrable Securities shares in the United States and specifying the intended method of disposition thereof and (including whether or not such requested registration disposition is intended to be effected as an underwritten offering), the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, Securities and thereupon the Company will use its commercially reasonable best efforts to effect the registration under the Securities Act of: (Ai) the Registrable Securities that which the Company has been so requested to register by such holdersthe holder or holders submitting the request, and (Bii) all other Registrable Securities that which the Company has been requested to register by the holder or holders thereof by written request given to the Company within five Business Days fifteen (15) days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Isonics Corp)

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up Period, upon Upon the written request of one the holder ----------------------- or holders of thirty percent (30%) or more holders of the Registrable Securities, requesting at any time after the first anniversary of the Effective Date, that the Company effect the registration under the Securities Act in connection with a sale of such shares in the United States of all or a portion part of such holders' Registrable Securities and specifying the intended method of disposition thereof and (including whether or not such requested registration disposition is intended to be effected as an underwritten offering), the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, Securities and thereupon the Company will use its commercially reasonable best efforts to effect promptly the registration under the Securities Act of: (Ai) the Registrable Securities that which the Company has been so requested to register by such holdersthe holder or holders submitting the request, and (Bii) all other Registrable Securities that which the Company has been requested to register by the holder or holders thereof by written request given to the Company within five Business Days fifteen (15) days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Rf Monolithics Inc /De/)

AutoNDA by SimpleDocs

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up PeriodInitial Registration Date, upon the written request of one or more holders of Registrable Securities, requesting that the Company effect the registration under the Securities Act of all or a portion of such holders' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and2 (ii) Subject Promptly after providing the notice required by clause (i) of this Section 2.1(a), and subject to the limitations set forth in subsection (e) of this Section 2.1(e) below2.1, the Company will use its commercially reasonable best efforts to effect the registration under the Securities Act of: (A) the Registrable Securities that which the Company has been so requested to register by such holders, and (B) all other Registrable Securities that which the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days 30 days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Titan Exploration Inc)

Registration on Request. (a) Concurrently with or from time to time after the Lock-Up PeriodInitial Registration Date, upon the written request of one or more holders of Registrable Securitiesthe Owners, requesting that the Company effect the registration under the Securities Act of all or a portion of such holders’ Owners' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offering, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other holders of Registrable Securities, if any; and; (ii) Subject Promptly after the performance of any obligations imposed under clause (i) of this Section 2.1(a), and subject to the limitations set forth in subsection (e) of this Section 2.1(e) below2.1, the Company will use its commercially reasonable best efforts to effect the registration under the Securities Act of: (A) the Registrable Securities that the Company has been so requested to register by such holdersthe Owners, and (B) all other Registrable Securities that the Company has been requested to register by the holders thereof by written request given to the Company within five Business Days thirty (30) days after the giving of such written notice by the Company specified in Section 2.1(a)(i) (which request shall specify the intended method of disposition of such Registrable Securities), all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.;

Appears in 1 contract

Samples: Registration Rights Agreement (CRC Evans International Inc)

Registration on Request. (a) Concurrently with or from time Request. Subject to time after the Lock-Up PeriodSection 3.9, upon the written request of one or more holders (the "Initiating Holders") of Registrable Securities, requesting representing not less than US$25,000,000 of the Registrable Securities (or such lesser amount of Registrable Securities as set forth in Section 3.1(g)(ii) below) based on the market value of such Registrable Securities at the time of the request (with Preferred Shares valued on an as converted basis) (the "Value"), that the Company effect the registration under the Securities Act of all or a portion part of such holders’ Initiating Holders' Registrable Securities and specifying the intended method of disposition thereof and whether or not such requested registration is to be an underwritten offeringSecurities, the parties hereto agree as follows: (i) The Company will promptly give written notice of such requested registration to all other registered holders of Registrable Securities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, and the Company will use its commercially reasonable efforts to effect effect, as early as practicable, the registration under the Securities Act of: (Ai) the Registrable Securities that which the Company has been so requested to register by such holdersInitiating Holders, and (Bii) all other Registrable Securities that which the Company has been requested to register by holders of Registrable Securities (such holders together with the holders thereof Initiating Holders are referred to in this Agreement as the "Selling Holders") by written request given notice to the Company Company, within five Business Days thirty (30) days after the giving receipt of such written notice by the Company specified in Section 2.1(a)(i) Company, all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registeredregistered in such manner, subject to Section 3.1(d) below.

Appears in 1 contract

Samples: Catastrophe Equity Securities Issuance Option Agreement (Horace Mann Educators Corp /De/)

Registration on Request. (a) Concurrently with or from time to At any time after the Lock-Up PeriodNote shall have been converted into Conversion Stock (such date being referred to as the "Conversion Date"), upon the written request of one or more holders of Registrable Securities, Initiating Holders requesting that the Company effect the registration under the Securities Act of all or a portion any part of such holders’ Initiating Holders' Registrable Securities Securities, and specifying the intended method or methods of disposition thereof and whether or not such requested registration is to be an underwritten offeringthereof, the parties hereto agree as follows: (i) The Company will promptly promptly, but in any event within 10 days, give written notice of such requested registration to all other holders of Registrable Securities, if any; and (ii) Subject to the limitations set forth in Section 2.1(e) below, the Company and thereupon will use its commercially reasonable efforts to effect effect, as expeditiously as practicable, the registration under the Securities Act, on an appropriate form of the Commission selected by the Company including by means of a shelf registration pursuant to Rule 415 under the Securities Act if so requested in such request (but in the case of a shelf registration only if the Company is then eligible to use Form S-2 or S-3 (or any successor forms)), of: (Ai) the Registrable Securities that which the Company has been so requested to register by such holdersInitiating Holder or Holders, for disposition in accordance with the intended method or methods of disposition stated in such request, and (Bii) all other Registrable Securities that which the Company has been requested to register by the holders Holders thereof by written request given delivered to the Company within five Business Days after the giving of such written notice by the Company specified in Section 2.1(a)(i) all to the extent requisite to permit the disposition (in accordance with the intended methods thereof as aforesaid) of the Registrable Securities so to be registered.30 days after

Appears in 1 contract

Samples: Loan Agreement (Accumed International Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!