Common use of Restrictions on Public Sale by Designated Holders Clause in Contracts

Restrictions on Public Sale by Designated Holders. To the extent requested (A) by the Company or the Initiating Holders, as the case may be, in the case of a non-underwritten public offering and (B) by the Approved Underwriter or the Company Underwriter, as the case may be, in the case of an underwritten public offering, each Designated Holder of Registrable Securities agrees (x) not to effect any sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, or offer to sell, contract to sell (including without limitation any short sale), grant any option to purchase or enter into any hedging or similar transaction with the same economic effect as a sale of Registrable Securities and (y) not to make any request for a Demand Registration under this Agreement, during the one hundred-twenty (120) day period or such shorter period, if any, agreed to by the requesting party beginning on the effective date of such Registration Statement (except as part of such registration). No Designated Holder of Registrable Securities subject to this Section 5.1 shall be released from any obligation under any agreement, arrangement or understanding entered into pursuant to this Section 5.1 except to the extent all other Designated Holders of Registrable Securities subject to the same obligation are also released.

Appears in 5 contracts

Samples: Registration Rights Agreement (Heartland Industrial Partners L P), Registration Rights Agreement (Cypress Capital Advisors LLC), Share Purchase Agreement (Cypress Capital Advisors LLC)

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Restrictions on Public Sale by Designated Holders. To the extent (i) requested (A) by the Company or the Initiating Holders, as the case may be, in the case of a non-underwritten public offering and (B) by the Approved Underwriter or the Company Underwriter, as the case may be, in the case of an underwritten public offeringoffering and (ii) all of the Company's officers, directors and holders in excess of one percent (1%) of its outstanding capital stock execute agreements identical to those referred to in this Section 6(a), each Designated Holder of Registrable Securities agrees (x) not to effect any public sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, or offer to sell, contract to sell (including without limitation any short sale), grant any option to purchase or enter into any hedging or similar transaction with the same economic effect as a sale of any Registrable Securities and (y) not to make any request for a Demand Registration under this Agreement, or Shelf Registration during the one hundred-twenty ninety (12090) day period or such shorter period, if any, mutually agreed to upon by such Designated Holder and the requesting party beginning on the effective date of such the Registration Statement (except as part of such registration)) for such public offering. No Designated Holder of Registrable Securities subject to this Section 5.1 6(a) shall be released from any obligation under any agreement, arrangement or understanding entered into pursuant to this Section 5.1 except to the extent 6(a) unless all other Designated Holders of Registrable Securities subject to the same obligation are also released.

Appears in 4 contracts

Samples: Registration Rights Agreement (General Atlantic Partners LLC), Registration Rights Agreement (Proxymed Inc /Ft Lauderdale/), Registration Rights Agreement (General Atlantic Partners LLC)

Restrictions on Public Sale by Designated Holders. To In the event of the Initial Public Offering, to the extent (i) requested (A) by the Company or the Initiating HoldersCompany’s managing underwriter of its Initial Public Offering, as the case may be, in the case of a non-underwritten public offering and (Bii) by all of the Approved Underwriter or the Company UnderwriterCompany’s officers, as the case may be, directors and holders in the case excess of an underwritten public offering1% of its outstanding capital stock execute agreements identical to those referred to in this Section 6(a), each Designated Holder of Registrable Securities agrees (x) not to effect any public sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, or offer to sell, contract to sell (including without limitation any short sale), grant any option to purchase or enter into any hedging or similar transaction with the same economic effect as a sale of any Registrable Securities and (y) not to make any request for a Demand Registration or S-3 Registration under this Agreement, during the one hundred-twenty (120) 180 day period or such shorter period, if any, mutually agreed to upon by such Designated Holder and the requesting party beginning on the effective date of such the Registration Statement (except as part of such registration)) for such Initial Public Offering. No Designated Holder of Registrable Securities subject to this Section 5.1 6(a) shall be released from any obligation under any agreement, arrangement or understanding entered into pursuant to this Section 5.1 except to the extent 6(a) unless all other Designated Holders of Registrable Securities subject to the same obligation are also released.

Appears in 1 contract

Samples: Registration Rights Agreement (Trinet Group Inc)

Restrictions on Public Sale by Designated Holders. To the extent not inconsistent with applicable law and to the extent (i) requested (A) by the Company Company, the Initiating Holders or the Form 3 Initiating Holders, as the case may be, in the case of a non-underwritten public offering and (Bii) requested by the Approved Underwriter or the Company Underwriter, as the case may be, in the case of an underwritten public offering, each Designated Holder of Registrable Securities agrees (x) not to effect any public sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, or offer to sell, contract to sell (including without limitation any short sale), grant any option to purchase or enter into any hedging or similar transaction with the same economic effect as a sale of Registrable Securities and (y) not to make any request for a Demand Registration, an Incidental Registration or Form 3 Registration under this Agreement, during the one hundred-twenty (120) 90 day period or such shorter period, if any, mutually agreed to upon by such Designated Holder and the requesting party party, beginning on the effective date of such Registration Statement (except as part of such registration). No Designated Holder of Registrable Securities subject to this Section 5.1 6(a) shall be released from any obligation under any agreement, arrangement or understanding entered into pursuant to this Section 5.1 except to the extent 6(a) unless all other Designated Holders of Registrable Securities subject to the same obligation are also released.

Appears in 1 contract

Samples: Registration Rights Agreement (General Atlantic Partners LLC)

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Restrictions on Public Sale by Designated Holders. To the extent (i) requested (A) by the Company Company, the Initiating Holders or the S-3 Initiating Holders, as the case may be, in the case of a non-underwritten public offering and (B) by the Approved Underwriter or the Company Underwriter, as the case may be, in the case of an underwritten public offeringoffering and (ii) all of the Company’s officers, directors and holders in excess of one percent (1%) of its outstanding capital interests execute agreements identical to those referred to in this Section 5.1, each Designated Holder of Registrable Securities agrees (x) not to effect any public sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 or Regulation S under the Securities Act, or offer to sell, contract to sell (including without limitation any limitation, by means of a short sale), grant any option to purchase or enter into any hedging or similar transaction with the same economic effect as a sale of Registrable Securities and (y) not to make any request for a Demand Registration or S-3 Registration under this Agreement, during the one hundred180-twenty (120) day period or such shorter period, if any, mutually agreed to upon by such Designated Holder and the requesting party beginning on the effective date of such the Registration Statement (except as part of such registration). No Designated Holder of Registrable Securities subject to this Section 5.1 shall be released from any obligation under any agreement, arrangement or understanding entered into pursuant to this Section 5.1 except to ) for the extent all other Designated Holders of Registrable Securities subject to the same obligation are also releasedInitial Public Offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Wise Metals Group LLC)

Restrictions on Public Sale by Designated Holders. To the extent (i) requested (A) by the Company or the Initiating Holders, as the case may be, in the case of a non-underwritten public offering and (B) by the Approved Underwriter or the Company Underwriter, as the case may be, in the case of an underwritten public offeringoffering and (ii) all of the Company's officers, directors and holders in excess of one percent (1%) of its outstanding capital stock execute agreements identical to those referred to in this Section 6(a), each Designated Holder of Registrable Securities agrees (x) not to effect any public sale or distribution of any Registrable Securities or of any securities convertible into or exchangeable or exercisable for such Registrable Securities, including a sale pursuant to Rule 144 under the Securities Act, or offer to sell, contract to sell (including without limitation any short sale), grant any option to purchase or enter into any hedging or similar transaction with the same economic effect as a sale of any Registrable Securities and (y) not to make any request for a Demand Registration under this Agreement, or Shelf Registration during the one hundred-twenty ninety (12090) day period or such shorter period, if any, mutually agreed to upon by such Designated Holder and the requesting party beginning on the effective date of such the Registration Statement (except as part of such registration)) for such public offering. No Designated Holder of Registrable Securities subject to this Section 5.1 6(a) shall be released from any obligation under any agreement, arrangement or understanding entered into pursuant to this Section 5.1 except to the extent 6(a) unless all other Designated Holders of Registrable Registrabie Securities subject to the same obligation are also released.

Appears in 1 contract

Samples: Registration Rights Agreement (Proxymed Inc /Ft Lauderdale/)

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