Common use of Registration Upon Demand Clause in Contracts

Registration Upon Demand. (a) At any time after the date hereof, upon the written request of the holders of fifty (50%) percent or more of the Registrable Securities to which rights hereunder have been assigned in accordance herewith (also "Rights Holders"), requesting that the Company effect the registration under the 1933 Act of all or part of the Registrable Securities, which request shall specify the intended method of distribution thereof, the Company shall use its best efforts to so register (a "Demand Registration"), as expeditiously as may be practicable, the Registrable Securities that such holders have requested the Company to register; provided, however, that the Rights Holders shall have the right to make only two Demand Registrations; and provided further that at least 180 days shall have elapsed after the effective date of the first Demand Registration before any Rights Holders may request the second Demand Registration hereunder or under any other registration rights agreement relating to securities of the Company to which the Rights Holders are parties. (b) If at any time after the date hereof the Company is eligible to file a Registration Statement on Form S-3 under the 1933 Act, upon written request of any Rights Holder, the Company shall use its best efforts to prepare and file such Registration Statement with the Securities and Exchange Commission (the "Commission"), registering all or part of the Registrable Securities, at such Rights Holder's expense; provided, that in each such registration the price of the Registrable Securities being offered, without regard to any discounts or commissions, shall be at least $1,000,000.

Appears in 1 contract

Samples: Registration Rights Agreement (Phoenix Information Systems Corp)

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Registration Upon Demand. (a) At any time prior to the Expiration Date and after six months from the date hereofthat the first registration statement filed by the Company under the Securities Act with respect to the Common Stock becomes effective, upon the written request of the holders of fifty (Eligible Holders representing not less that 50%) percent or more % of the Registrable Securities to which rights hereunder have been assigned in accordance herewith total numbers of shares of Common Stock issued or issuable upon conversion of the Preferred Stock that are held by Eligible Holders (also "Rights Requesting Holders"), ) requesting that the Company effect the registration under the 1933 Securities Act of all or part of the its Registrable Securities, Securities (which request shall specify the intended method of distribution thereof), the Company shall use its best efforts to so register under the Securities Act (a "Demand Registration"), as expeditiously as may be practicable, the Registrable Securities that such holders have requested the Company has been requested to register; provided, however, that the Rights Eligible Holders shall have entitled to request (i) more than two (2) Demand Registrations or (ii) any Demand Registration within the right to make only two Demand Registrations; and provided further that at least 180 days shall have elapsed after twelve-month period immediately following the effective date of the first any previous request for a Demand Registration before any Rights Holders may request the second Demand Registration hereunder or under any other registration rights agreement relating to securities of the Company to which the Rights Holders are partieshereunder. (b) If The Company may, at any one time after during the term of this Agreement, decline a Demand Registration request of Requesting Holders by notifying such Requesting Holders in writing within fifteen (15) days of the receipt of such request (a "Decline Notice") if, in the Company's judgment, such Demand Registration would not be in the Company's best interest. The Decline Notice shall be effective for a three-month period commencing on the date hereof the Company is eligible to file a Registration Statement on Form S-3 under the 1933 Act, upon written request of any Rights Holder, the Company shall use its best efforts to prepare and file such Registration Statement with the Securities and Exchange Commission thereof (the "CommissionBlackout Period"), registering all or part ) and shall operate as a bar to any additional Demand Registration requests of Eligible Holders for the remainder of the Registrable Securities, at such Rights Holder's expense; provided, that in each such registration the price of the Registrable Securities being offered, without regard to any discounts or commissions, shall be at least $1,000,000Blackout Period.

Appears in 1 contract

Samples: Subscription Agreement (Inter Act Systems Inc)

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Registration Upon Demand. (a) At any time after the date -------------------------- hereof, upon the written request of the holders of fifty (50%) percent or more of the Registrable Securities to which rights hereunder have been assigned in accordance herewith (also "Rights Holders"), requesting that the Company effect the registration under the 1933 Act of all or part of the Registrable Securities, which request shall specify the intended method of distribution thereof, the Company shall use its best efforts to so register (a "Demand Registration"), as expeditiously as may be practicable, the Registrable Securities that such holders have requested the Company to register; provided, however, that the Rights Holders shall have the right to make only two Demand Registrations; and provided further that at least 180 days shall have elapsed after the effective date of the first Demand Registration before any Rights Holders may request the second Demand Registration hereunder or under any other registration rights agreement relating to securities of the Company to which the Rights Holders are parties. (b) If at any time after the date hereof the Company is eligible to file a Registration Statement on Form S-3 under the 1933 Act, upon written request of any Rights Holder, the Company shall use its best efforts to prepare and file such Registration Statement with the Securities and Exchange Commission (the "Commission"), registering all or part of the Registrable Securities, at such Rights Holder's expense; provided, that in each such registration the price of the Registrable Securities being offered, without regard to any discounts or commissions, shall be at least $1,000,000.

Appears in 1 contract

Samples: Registration Rights Agreement (Soros George)

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