We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Requested Registration Sample Clauses

Requested Registration. Until April 26, 2001 or the date that all of the shares of Xxxxxxx common stock Beneficially Owned by the Shareholders are eligible for sale under Rule 144 of the SEC without any volume limitation, whichever is earlier, subject to the following provisions a Shareholder may request that Xxxxxxx register all or a portion of his Registrable Securities. If Xxxxxxx shall receive a written request from one or more Shareholders that Xxxxxxx effect the registration under the Securities Act of all or a part of such Shareholders' Registrable Securities, then Xxxxxxx will, within ten (10) days after receipt thereof, give notice to all other Shareholders of the receipt of such request and each such holder may elect by written notice received by Xxxxxxx within ten (10) days from the date of the notice by Xxxxxxx to have all or part of his Registrable Securities included in such registration. Upon receipt of such notice, Xxxxxxx will, as soon as practicable, use reasonable efforts to effect the registration on Form S-3 and pursuant to Rule 415 (the "Resale Registration Statement") under the Securities Act of all Registrable Securities which it has been so requested to register covering resales from time to time of such Registrable Securities and Xxxxxxx shall use its reasonable best efforts to: (i) cause the Resale Registration Statement to be declared effective by the SEC as soon as practicable thereafter; and (ii) maintain the effectiveness of the Resale Registration Statement continuously until the earliest of: (A) the date on which the Shareholders no longer hold Registrable Securities registered under the Resale Registration Statement or (B) the third anniversary of this Shareholder Agreement or such lesser time as may be permitted under Rule 144 under the Securities Act to enable the Shareholders to sell the Registrable Securities under the Securities Act without such registration. Xxxxxxx: (i) shall not be obligated to cause any special audit to be undertaken in connection with any such registration; (ii) shall be entitled to postpone for a reasonable period of time, but not in excess of ninety (90) days, the filing of any registration statement otherwise required to be prepared pursuant to this section if Xxxxxxx is, at such time, conducting or about to conduct an underwritten public offering of Equity Securities (or securities convertible into Equity Securities) and is advised in writing by its managing underwriter that such underwritten public offer would, in ...
AutoNDA by SimpleDocs
Requested Registration. (a) If the Company shall receive at any time not earlier than June 30, 2011 or within one (1) year after the effective date of an IPO (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction), a written request from the Initiating Holders that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities covering (i) no less than twenty percent (20%) of the Registrable Securities held by the Initiating Holder, or (ii) if for less than twenty percent (20%) of the Registrable Securities held by the Initiating Holder then for an anticipated aggregate offering price, net of underwriting discounts and commissions, equal to or exceeding US$5,000,000, then the Company shall, within ten (10) days after the receipt thereof, give written notice of such request to all Holders and shall, subject to the limitations of sub-Section 3.1(b), use its best efforts to effect as soon as practicable, and in any event within ninety (90) days of the receipt of such request, the registration under the Securities Act of all Registrable Securities which the Holders request to be registered in a written request given within twenty (20) days after the mailing of such notice by the Company in accordance with Section 10.5. (b) If the Initiating Holders intend to distribute the Registrable Securities covered by their request by means of an underwriting, they shall so advise the Company as a part of their request made pursuant to this Section 3.1 and the Company shall include such information in the written notice referred to in sub-Section 3.1(a). In such event, the right of any Holder to include its Registrable Securities in such registration shall be conditioned upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting (unless otherwise mutually agreed by a majority in interest of the Initiating Holders and such Holder) to the extent provided herein. All Holders proposing to distribute their securities through such underwriting shall (together with the Company as provided in sub-Section 3.3(e)) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by an majority in interest of the Initiating Holders and approved by the Company (except for the Company’s ...
Requested Registration. (a) If at any time after the earlier of (i) three (3) years after the date of the Agreement or (ii) one (1) year after the consummation of the Initial Public Offering, the Company shall receive a written request from Initiating Holders that the Company effect any registration with respect to shares of Registrable Securities, the Company will: (i) promptly give written notice of the proposed registration to all other Holders; and (ii) as soon as practicable, use commercially reasonable efforts to effect such registration as part of a firm commitment underwritten public offering (including, without limitation, appropriate qualification under applicable state securities laws and appropriate compliance with applicable regulations issued under the Securities Act and any other governmental requirements or regulations) as may be so requested and as would permit or facilitate the sale and distribution of all or such portion of such Registrable Securities as are specified in such request, together with all or such portion of the Registrable Securities of any Holder or Holders joining in such request by delivering a written notice to such effect to the Company within twenty (20) days after the date of delivery of such written notice by the Company pursuant to subsection (i) above. Notwithstanding the foregoing, the Company shall not be obligated to take any action to effect or complete any such registration pursuant to this Section 3.1: (A) if the Registrable Securities proposed to be registered may be registered immediately on Form S-3 pursuant to Section 3.3 below; (B) unless the requested registration would have an aggregate offering price of all Registrable Securities sought to be registered by all Holders, net of underwriting discounts and commissions, exceeding $10,000,000; (C) during the period that begins sixty (60) days before the Company’s good faith estimate of the filing of, and that ends one hundred eighty (180) days immediately following the effective date of, any registration statement pertaining to any securities of the Company (other than a registration of securities in a Rule 145 transaction or with respect to an employee benefit plan); provided, however, that the Company is actively employing in good faith all reasonable efforts to cause such registration statement to become effective; (D) after the Company has effected two (2) registrations pursuant to this Section 3.1(a) and such registrations have been declared or ordered effective; (E) within ...
Requested Registration. (a) If the Company receives at any time after the earlier of (i) three (3) years after the date hereof, or (ii) six (6) months after the effective date of the first registration statement for a public offering of securities of the Company (other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a SEC Rule 145 transaction), a written request from the Holders of a majority of the Registrable Securities then outstanding that the Company file a registration statement under the Act covering the registration of at least thirty percent (30%) of the Registrable Securities then outstanding (or a lesser percent if the anticipated aggregate offering price, net of underwriting discounts and commissions, would exceed $10,000,000), then the Company shall, within ten (10) days of the receipt thereof, give written notice of such request to all Holders and shall, subject to the limitations of subsection 3.2(b), use its best efforts to effect as soon as practicable, and in any event within ninety (90) days of the receipt of such request, the registration under the Act of all Registrable Securities which the Holders request to be registered in a written request given within twenty (20) days of the mailing of such notice by the Company in accordance with Section 5.5. (b) If the Holders initiating the registration request hereunder ("Initiating Holders") intend to distribute the Registrable Securities covered -------------------- by their request by means of an underwriting, they shall so advise the Company as a part of their request made pursuant to this Section 3.2 and the Company shall include such information in the written notice referred to in subsection 3.2(a). In such event, the right of any Holder to include his Registrable Securities in such registration shall be conditioned upon such Holder's participation in such underwriting and the inclusion of such Holder's Registrable Securities in the underwriting (unless otherwise mutually agreed by a majority in interest of the Initiating Holders and such Holder) to the extent provided herein. All Holders proposing to distribute their securities through such underwriting shall (together with the Company as provided in subsection 3.4(e)) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for such underwriting by a majority in interest of the Initiating Holders. Notwi...
Requested RegistrationThe Company shall give prompt written notice of each Requested Registration to all other holders of record of Registrable Securities, and thereupon the Company shall use its best efforts to effect the registration under the Securities Act so as to permit promptly the sale, in accordance with the intended method of distribution, of the Registrable Securities which the Company has been so requested to register in the Requested Registration and all other Registrable Securities which the Company has been requested to register by the holders thereof by written request given to the Company within 30 days after the giving of such written notice by the Company.
Requested Registration. (a) Request for Registration. After the exercise of at least 167,500 Warrants for Common Stock, but in no event prior to March 31, 2007, each of Bxxxxxx and Drawbridge (or their assignees) shall have the right upon written request to the Company (the "Demand Registration"), on at least two separate occasions to require the Company to effect a registration of such number of Registrable Securities as the Warrantholders may elect. Upon receipt of such notice, the Company will: (i) promptly give written notice of the proposed registration to all other holders of Registrable Securities, which written notice shall include the name or names of the underwriter or underwriters to be employed; and (ii) use its diligent good faith efforts to effect, as soon as practicable, such registration (including, without limitation, the filing of post-effective amendments, appropriate qualification under the applicable blue sky or other state securities laws and appropriate compliance with the Securities Act and any other governmental requirements or regulations) as may be so requested by any holder of Registrable Securities within five days after written notice is given by the Company and as would permit or facilitate the sale and distribution of all or such portion of the Registrable Securities so requested to be included in such registration; provided that the Company shall not be obligated to take any action to effect any such registration pursuant to this Section 8.1.1: (a) in any particular jurisdiction in which the Company would be required to execute a general consent to service of process, to register as a securities broker or dealer or to cause any officer or employee of the Company to register as a salesman in effecting such registration or (b) after the Company has effected two such registrations pursuant to this Section 8.1.1which have been declared or ordered effective. Subject to the foregoing, the Company shall prepare and file a registration statement covering the Registrable Securities so requested to be registered as soon as reasonably practicable and in any event within 45 days after such request is received. Notwithstanding the foregoing, the Company shall not be obligated to effect a registration, qualification or compliance under this Section 8.1.1 starting with the date 60 days prior to the Company's good faith estimate of the date of filing of, and ending on a date 180 days following the effective date of, a registration statement pertaining to an under...
Requested RegistrationThe Company shall register the sale or distribution by the Holders, on a delayed or continuous basis, of all of the Registrable Securities on a Form S-3 registration statement (or any successor form to Form S-3) (the "Shelf Registration") by February 15, 2001 (including, without limitation, the execution of an undertaking to file post-effective amendments, appropriate qualification under applicable blue sky or other state securities laws and appropriate compliance with applicable regulations issued under the Securities Act and any other governmental requirements or regulations). Once declared effective, the Company shall cause (x) the Shelf Registration to be effective until the later of (i) one year from the effectiveness of such registration statement, or (ii) the second anniversary of the purchase of the Shares by the Investors, and (y) the Shelf Registration to be useable by the Holders during such entire period, except that the Shelf Registration may be unuseable (including by way of notice sent pursuant to Section 10(d)) for an aggregate of 90 days less the number of days the effectiveness of the Shelf Registration was delayed pursuant to clause (2) below of this Section. The Company shall not be obligated to take any action to effect the Shelf Registration; (1) in any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification or compliance unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act; or (2) if the Company shall furnish to such Holders a certificate, signed by the President or Chief Executive Officer of the Company, stating that in the good faith judgment of the Board of Directors it would be seriously detrimental to the Company for a registration statement to be declared effective in the near future, then the date by which the Company shall have the Shelf Registration effective may be extended from February 15, 2001 by up to 90 days.
AutoNDA by SimpleDocs
Requested Registration. (a) Subject to the conditions set forth in this Section 1.2, if the Company shall receive from any Holder or Holders of not less than fifty percent (50%) of the Registrable Securities a written request that the Company effect any registration with respect to all or a part of the Registrable Securities (such request shall state the number of shares of Registrable Securities to be disposed of by such Holder or Holders), the Company will: (1) promptly give written notice of the proposed registration to all other Holders; and (2) as soon as practicable, file as expeditiously as reasonably possible, and in any event no later than ninety (90) days following the receipt of such written request, and use its commercially reasonable efforts to effect such registration (including, without limitation, filing post-effective amendments, appropriate qualifications under applicable blue sky or other state securities laws, and appropriate compliance with the Securities Act) and to permit or facilitate the sale and distribution of all of such Registrable Securities as are specified in such request, together with all of the Registrable Securities of any Holder or Holders joining in such request as are specified in a written request received by the Company within twenty (20) days after such written notice from the Company is mailed or delivered.
Requested Registration. 2 2.2. Company Registration............................................. 3 2.3. Form S-3 Registration............................................ 4 2.4.
Requested Registration. The following registration rights will apply if, and only if, at any time prior to the termination of this Agreement, Regulation S promulgated under the Securities Act is rescinded or modified so as to preclude Initiating Holders from reselling in United States public securities markets Shares received from the Company pursuant to the Agreements following expiration of the Restricted Period (as defined in the Agreements), or if, for any other reason, the Company refuses to issue Shares at the times required by the Agreements bearing no restrictive legend to Initiating Holders after expiration of the Restricted Period; provided, however, that no Investor shall be entitled to request registration pursuant to this Agreement (and such Investor shall not be considered an Initiating Holder pursuant to this Agreement, and the securities held by such Investor shall not be considered Registrable Shares pursuant to this Agreement) if a representation or warranty of such Investor in the Agreements between the Investor and the Company is inaccurate or was inaccurate when made, or the Investor has failed to comply with the covenants and agreements of the Investor set forth in the Agreements between the Investor and the Company:
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!