Common use of Requests for Registration Clause in Contracts

Requests for Registration. Subject to paragraph 2(b) below, the holders of a majority of the Registrable Securities may request, at any time and from time to time, registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), if available. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 2 contracts

Samples: Registration Rights Agreement (United Shipping & Technology Inc), Registration Rights Agreement (United Shipping & Technology Inc)

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Requests for Registration. Subject to paragraph 2(bsubsections (c) and (d) ------------------------- below, the holders of a majority of the Registrable Securities may request, at any time and from time to time, registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-registration form registration (available to the Company; provided that the aggregate offering value of the Registrable Securities requested to be registered in any Demand Registration must equal at least $5,000,000. All registrations requested pursuant to this Section 1(a) are ------------ referred to herein as "Short-Form Demand Registrations"), if available. Each request for a Demand -------------------- Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will and, subject to Section 1(c) below, shall include in such ------------ registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations"Registrations shall be underwritten registrations.

Appears in 1 contract

Samples: Registration Agreement (Zytec Corp /Mn/)

Requests for Registration. Subject to paragraph 2(bSections 1(b) and 1(c) below, at any time, the holders of at least a majority of the Class B Registrable Securities, or if no Class B Registrable Securities are then outstanding, the holders of a majority of the Registrable Securities Securities, may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("LongLONG-Form RegistrationsFORM REGISTRATIONS")) or, and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities if available, on Form S-2 or S-3 or any similar short-form registration ("SHORT-FORM REGISTRATIONS"). At any time after the consummation of a Qualified Public Offering, the holders of at least 30% of the Warrant Registrable Securities may request up to two Long-Form Registrations or, if available, Short-Form RegistrationsRegistrations of all or part of their Registrable Securities (the "WARRANT DEMAND REGISTRATIONS"), if available. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and and, subject to Section 1(d) below, will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(aSection 1(a) are referred to herein as "Demand RegistrationsDEMAND REGISTRATIONS.".

Appears in 1 contract

Samples: Registration Agreement (Allotech International Inc)

Requests for Registration. Subject to paragraph 2(bSections 1(c) below, the holders of a majority of the Registrable Securities may requestand 1(d), at any time and from time to timetime after six (6) months after the closing of the IPO, either the Majority Onex Shareholders or the Majority Common Shareholders (the “Demanding Shareholder”) may by written notice to the Company request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations")”) or, and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities if available, on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), if available. Each request for a Demand Registration (as defined belowregistration under this Section 1(b) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offeringproposed method of distribution. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will Investors and, subject to Section 1(e), shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty fifteen (2015) days after the receipt of the Company's ’s notice. All registrations requested pursuant to Section 1(a) and this paragraph 2(aSection 1(b) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Rights Agreement (JELD-WEN Holding, Inc.)

Requests for Registration. Subject to paragraph 2(b) belowAt any time after the date hereof, the holders of at least a majority of the Registrable Securities may request, at any time and from time to time, registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of MDCP Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities (i) on Form S-2 S-1 or any similar long-form registration (“Long-Form Registrations”) and (ii) on Form S-3 or any similar short-form registration ("Short-Form Registrations")”) if available. In addition, from and after February 17, 2008, the holders of at least a majority of Aldabra Registrable Securities may request registration under the Securities Act of all or any portion of their Registrable Securities in the form of (i) a Long-Form Registration and (ii) a Short-Form Registration, if available. All registrations requested pursuant to this Section 3(a) are referred to herein as “Demand Registrations.” Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will (subject to the remainder of this Section 3) shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Investor Rights Agreement (Aldabra Acquisition CORP)

Requests for Registration. Subject The Securityholders contemplate the organization of a corporation and reorganization or recapitalization of the LLC pursuant to paragraph 2(b) belowSECTION 15.7 of the LLC Agreement. The corporate successor to the LLC shall be referred to herein as the "COMPANY." At any time after the organization of the Company, the holders of a majority of the Investor Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("LongLONG-Form RegistrationsFORM REGISTRATIONS"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration ("ShortSHORT-Form RegistrationsFORM REGISTRATIONS"), if available. All registrations requested pursuant to this SECTION 1(a) are referred to herein as "DEMAND REGISTRATIONS." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share or per unit price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (Tsi Finance Inc)

Requests for Registration. Subject to paragraph 2(b) belowAt any time after the Company has completed the initial public offering of any of its equity securities under the Securities Act (the "INITIAL IPO"), the holders of a majority of the Argosy Investor Registrable Securities and a majority of the Xxxxxxx Investor Registrable Securities may request, at any time and from time to time, each request registration under the Securities Act of 1933, as amended (the "Securities ActSECURITIES ACT"), of (x) all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("LongLONG-Form RegistrationsFORM REGISTRATIONS"), and each holder of Registrable Securities may request registration under the Securities Act of (y) all or part any portion of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration ("ShortSHORT-Form RegistrationsFORM REGISTRATIONS"), ) if available. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "DEMAND REGISTRATIONS." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) 10 days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will and, subject to paragraph 1(d) below, shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Rights Agreement (Norcross Capital Corp)

Requests for Registration. Subject to the terms and conditions of this paragraph 2(b) below1, at any time after the fifth anniversary of the Closing under the Purchase Agreement or such earlier time as the Company has completed an initial public offering of its Common Stock under the Securities Act (an “Initial Public Offering”), the holders of a majority of the Investor Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Investor Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Investor Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ”) if available. All registrations requested pursuant to this paragraph 1(a) are referred to herein as “Demand Registrations.” Each request for a Demand Registration (as defined below) shall specify the approximate number of Investor Registrable Securities requested to be registered and registered, the anticipated per share price range for such offeringoffering and the intended method of distribution. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Investor Registrable Securities and will and, subject to the terms of paragraph (d) hereof, shall include in such registration (and in all related registrations and qualifications under state blue sky laws or in compliance with other registration requirements and in any related underwriting) all Investor Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (NightHawk Radiology Holdings Inc)

Requests for Registration. Subject to paragraph 2(b) the restrictions set forth below, the holders of a majority of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration ("Short-Form Registrations"), if available. All registrations requested pursuant to this Section 1(a) are referred to herein as "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests re quests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (Synagro Technologies Inc)

Requests for Registration. Subject to paragraph 2(b) belowAt any time after April 14, 1994 or such earlier time as the holders Company has completed a public offering of a majority its equity securities under the Securities Act, any single holder of at least 10% of the then outstanding Registrable Securities or any two or more holders in aggregate of at least 15% of the then outstanding Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and, except for the National II/III Demand (as to which no minimum percentage shall apply and each which is defined below), any single holder of at least 10% of the Registrable Securities or any two or more holders of in aggregate of at least 15% of the then outstanding Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a1(a) are referred to herein as "Demand Registrations.".

Appears in 1 contract

Samples: Registration Agreement (Ta Operating Corp)

Requests for Registration. Subject to paragraph 2(b) belowAt any time after the date hereof, the holders of at least a majority of the MDCP Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities (i) on Form S-1 or any similar long-form registration ("Long-Form Registrations"), ) and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities (ii) on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations")) if available. In addition, from and after February 17, 2008, the holders of at least a majority of Aldabra Registrable Securities may request registration under the Securities Act of all or any portion of their Registrable Securities in the form of (i) a Long-Form Registration and (ii) a Short-Form Registration, if available. All registrations requested pursuant to this Section 3(a) are referred to herein as "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will (subject to the remainder of this Section 3) shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Investor Rights Agreement (Aldabra Acquisition CORP)

Requests for Registration. Subject to paragraph 2(b) the restrictions set forth ------------------------- below, the holders of a majority of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form --------- Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the ------------- Securities Act) or any similar short-form registration ("Short-Form ---------- Registrations"), if available. All registrations requested pursuant to this ------------- Section 1 (a) are referred to herein as "Demand Registrations." Each request for ------------ -------------------- a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests re quests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (GTCR Golder Rauner LLC)

Requests for Registration. Subject to paragraph 2(b) belowthe other provisions ------------------------- herein, at any time after 270 days after the Company has completed a firm commitment underwritten initial public offering led by an investment bank with a national reputation of its Common Stock under the Securities Act (the "Initial Public Offering"), the holders of at least a majority of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of at least a majority of the Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations". Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will and, subject to the terms of paragraph (d) hereof, shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (L90 Inc)

Requests for Registration. Subject to paragraph 2(bsubparagraphs (b), (c) belowand (d) of this Section 2.2, the holders of a majority not less than the portion of the outstanding Registrable Securities as set forth in subparagraphs (c) and (d) of this Section 2.2 may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Short Form Registrations"), if available, and the Corporation shall use its best efforts to have such registration statement declared effective as soon as practicable after the filing date. Each request for a Demand Registration (as defined below) shall such registration must specify the approximate number of Registrable Securities requested to be registered and the anticipated minimum desired price per share price range for in such offering. Within ten (10) 10 days after receipt of any such request, the Company Corporation will give written notice (the "Notification of a Demand") of such requested registration request to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein within twenty (20) 20 days after the receipt of the CompanyCorporation's notice. All registrations requested pursuant to this paragraph 2(asubparagraph (a) are referred to herein as "Demand Registrations.".

Appears in 1 contract

Samples: Investor Rights Agreement (Blue Rhino Corp)

Requests for Registration. Subject to paragraph 2(b) below, the holders The Holder or Holders of a majority at least two-thirds of the Registrable Securities Shares may request, request at any time and from time to time, registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities Shares on Form S-1 or S-2 or any similar long-form registration ("Long-Form RegistrationsRegistration"), and each holder provided that, in the case of any such Long-Form Registration, the aggregate offering value of all Registrable Securities Shares requested to be included in such registration pursuant to this Section 2(a) must be reasonably expected to equal at least $5,000,000. In addition, subject to Section 2(c), any Holder may request registration under the Securities Act of all or part of their such Holder's Registrable Securities Shares on Form S-2 or S-3 or any similar short-form registration ("Short-Form RegistrationsRegistration"), if available. Each request for a Demand Registration (as defined below) shall specify , provided that, in the approximate number case of any such Short-Form Registration, the aggregate offering value of the Registrable Securities Shares requested to be registered and the anticipated per share price range for included in such offeringregistration pursuant to this Section 2(a) must be reasonably expected to equal at least $1,000,000. Within ten (10) days after receipt of any such requestrequest pursuant to this Section 2(a), the Company Corporation will give written notice of such requested registration request to all other holders of Registrable Securities Shares and will include in such registration all Registrable Securities Shares with respect to which the Company Corporation has received written requests for inclusion therein within twenty (20) 21 days after the receipt of the CompanyCorporation's noticenotice has been given. All registrations requested pursuant to this paragraph Section 2(a) are referred to herein as "Demand Registrations.".

Appears in 1 contract

Samples: Registration Agreement (Natural Nutrition Group Inc)

Requests for Registration. Subject to paragraph 2(b) belowthe terms and conditions of this Agreement, at any time, the holders of a majority 25% or more of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of 5% or more of the Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415) or any similar short-form registration ("Short-Form Registrations"), ”) if available. All registrations requested pursuant to this Section 3(a) are referred to herein as “Demand Registrations”. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offeringintended method of distribution. Within ten (10) days after receipt the filing of any such requestthe registration statement relating to the Demand Registration, the Company will shall give written notice of such requested registration the Demand Registration to all other holders of Registrable Securities and will and, subject to the terms of Section 2(d), shall include in such registration Demand Registration (and in all related registrations and qualifications under state blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Rights Agreement (Kv Pharmaceutical Co /De/)

Requests for Registration. Subject to paragraph 2(bsubparagraphs 1(b), (c) belowand (e), the holders of a majority at least 30% of the Registrable Securities outstanding may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), ) and each holder the holders of at least 30% of the Registrable Securities outstanding may at any time request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. Each request for a Demand Registration (as defined below) shall be in writing and shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(al(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (United Usn Inc)

Requests for Registration. Subject to paragraph 2(b) belowthis Section 2, the holders Requisite Holders of a majority of the all Registrable Securities may request, at any such time and from time to time, registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration registration, whether underwritten or otherwise, under the Securities Act of all or part of their Registrable Securities on Form S-2 S-1, Form F-1 or any similar long-form registration (“Long-Form Registrations”) or on Form S-3 or Form F-3 or any similar short-form registration ("Short-Form Registrations"), if available. All registrations requested pursuant to this Section 2 and any underwritten offerings with respect thereto, are referred to herein as “Demand Registrations.” Each request for a Demand Long-Form Registration (as defined below) or Short-Form Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such requestrequest for a Long-Form Registration or Short-Form Registration, the Company will give written notice of such requested registration to all other holders of Registrable Securities Holders and will include (subject to the provisions of this Agreement including clause (d) below) in such registration (and in all related registrations or qualifications under blue sky laws or in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty five (205) days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".’s

Appears in 1 contract

Samples: Registration Rights Agreement (GIC Private LTD)

Requests for Registration. Subject to paragraph 2(bAt any time following the closing date of ------------------------- the Company's initial public offering of its Common Stock (the "IPO CLOSING") below, the holders of a majority at least thirty percent (30%) of the Registrable Securities may request, at any time and from time request up to time, registration two registrations under the Securities Act of 1933, as amended from time to time (the "Securities ActSECURITIES ACT"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("LongLONG-Form RegistrationsFORM REGISTRATIONS"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), if available. Each request for a an Investor Demand Registration Registration, including Short Form Registrations, (both as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 20 days after the receipt of the Company's notice. The holders of the Registrable Securities may also request Short-Form Registrations, as defined in Section 2.B below. All registrations requested pursuant to this paragraph 2(a) Sections 2.A and 2.B are referred to herein as "Demand RegistrationsINVESTOR DEMAND REGISTRATIONS".

Appears in 1 contract

Samples: Registration Agreement (Ecollege Com)

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Requests for Registration. Subject to paragraph 2(b) the restrictions set forth ------------------------- below, the holders of a majority of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form --------- Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the ------------- Securities Act) or any similar short-form registration ("Short-Form ---------- Registrations"), if available. All ------------- registrations requested pursuant to this Section 1(a) are referred to herein as ----------- "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the -------------------- approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (GTCR Golder Rauner LLC)

Requests for Registration. Subject to paragraph 2(b) belowthe terms and conditions of this Agreement, at any time, the holders of a majority 25% or more of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of 5% or more of the Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415) or any similar short-form registration ("Short-Form Registrations"), ”) if available. All registrations requested pursuant to this Section 2(a) are referred to herein as “Demand Registrations”. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offeringintended method of distribution. Within ten (10) days after receipt the filing of any such requestthe registration statement relating to the Demand Registration, the Company will shall give written notice of such requested registration the Demand Registration to all other holders of Registrable Securities and will and, subject to the terms of Section 2(d), shall include in such registration Demand Registration (and in all related registrations and qualifications under state blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Rights Agreement (Kv Pharmaceutical Co /De/)

Requests for Registration. Subject to paragraph 2(b) belowArticle III of this Agreement, at any time after the date hereof, the holders of a majority of the Providence Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their the Providence Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration or on Form S-3 (including pursuant to Rule 415 under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 Act) or any similar short-form registration ("Short-Form Registrations"), if available. All registrations requested pursuant to this Section 2.1(a) are referred to herein as “Demand Registrations.” Each request for a Demand Registration (as defined below) shall specify the approximate number of Providence Registrable Securities requested to be registered and the anticipated per share price range for such offeringregistered. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of the Providence Registrable Securities and will shall include in such registration all Providence Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Rights Agreement (Oclaro, Inc.)

Requests for Registration. Subject to paragraph 2(b) belowAt any time, the holders of a majority of the Investor Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. All registrations requested pursuant to this Section 1(a) are referred to herein as "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (Appnet Systems Inc)

Requests for Registration. Subject to paragraph 2(b) the restrictions set forth below, the holders of a majority of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration ("Short-Form Registrations"), if available. All registrations requested pursuant to this Section 1(a) are referred to herein as "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (Synagro Technologies Inc)

Requests for Registration. Subject to paragraph 2(b) belowAt any time, the holders of at least a majority of the Sun Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their such Sun Registrable Securities on Form S-1 or any similar long-form registration statement ("Long-Form Registrations")Registration”) or, and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities if available, on Form S-2 or S-3 or any similar short-form registration statement ("Short-Form Registrations"). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations.” Each registration statement filed pursuant to a Demand Registration shall state that, if availablein accordance with Rule 416 under the Securities Act, it also covers such indeterminate number of additional Common Stock as may become issuable upon exercise of the Warrant to prevent dilution resulting from stock splits, stock dividends or similar transactions. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offeringregistered. Within ten (10) days after receipt of any such request, the The Company will shall give prompt written notice (either before or after the filing of the registration statement) of such requested registration to all other holders of Registrable Securities and and, subject to Section 1(d) below, will include in such registration registration, in addition to the Sun Registrable Securities that are requested to be registered pursuant hereto, all Other Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 10 days after the receipt sending by the Company of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (Accuride Corp)

Requests for Registration. Subject to paragraph 2(b) belowAt any time after the Company has completed a public offering of its Common Stock under the Securities Act, the holders of a majority of the Investor Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a1(a) are referred to herein as "Demand Registrations.".

Appears in 1 contract

Samples: Registration Agreement (U S Aggregates Inc)

Requests for Registration. Subject to paragraph 2(b) belowAt any time, the holders of a majority of the Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of a majority of the Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (MST Enterprises Inc)

Requests for Registration. Subject to paragraph 2(bsubparagraphs l(b), (c) belowand (e), the holders of a majority at least 33 1/3% of the Registrable Securities outstanding may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Long- Form Registrations"), ) and each holder the holders of at least 33 1/3% of the Registrable Securities outstanding may at any time request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. Each request for a Demand Registration (as defined below) shall be in writing and shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(al(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (United Usn Inc)

Requests for Registration. Subject to paragraph 2(b1(b) below, the holders of a majority at least 66.67% of the Registrable Securities may request, request at any time and from time to timeafter December 31, 1996 registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder the holders of at least 66.67% of the Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after 50 receipt of any such request, the Company will give written notice of such requested registration to all other holders of Registrable Securities and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a1(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Lechters Inc)

Requests for Registration. Subject to paragraph 2(b) belowAt any time, the holders of a majority of the Investor Registrable Securities may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder or on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”), if available. In addition, subject to Section 1(c), no earlier than 180 days after the Company has completed its initial public offering, the holders of a majority of the TCW/Crescent Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("in a Short-Form Registrations")Registration, if available. All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations.” Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's ’s notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Rights Agreement (VeriFone Holdings, Inc.)

Requests for Registration. Subject to paragraph 2(b) below, At any time after the date hereof the holders of a majority of the Investor Registrable Securities (the "Majority Investor Holders") may request, at any time and from time to time, request registration under the Securities Act of 1933, as amended (the "Securities Act"), ) of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all ) or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations"), ) if available. All registrations requested pursuant to this paragraph l(a) are referred to herein as "Demand Registrations." Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and registered, the anticipated per share price range for such offeringoffering and the intended method of disposition. Within ten (10) days after receipt of any such request, the Company will shall give written notice of such requested registration to all other holders of Registrable Securities and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within twenty (20) 15 days after the receipt of the Company's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".

Appears in 1 contract

Samples: Registration Agreement (Zimmerman Sign Co)

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