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

Restrictions on Public Sale by Designated Holders. (i) To the extent 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 (other than any Pledgee or Hedging Counterparty), 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 any successor rule or regulation) 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) except as otherwise consented to by the Company, not to make any request for a Demand Registration or S-3 Registration under this Agreement during the period beginning on the effective date of any Registration Statement relating to a registration in which Designated Holders of Registrable Securities are participating and ending on the ninetieth (90th) day following the actual effective date of such Registration Statement, or such other period (not to extend past 180 days after such effective date), if any, mutually agreed upon by such Designated Holder and the requesting party (except as part of such registration). In connection with the Initial Public Offering, in lieu of the foregoing provisions of this Section 7(a), each Designated Holder shall comply with the terms of its Lock-up Agreement.

Appears in 4 contracts

Samples: Registration Rights Agreement (Las Vegas Sands Corp), Registration Rights Agreement (Las Vegas Sands Corp), Registration Rights Agreement (Las Vegas Sands Corp)

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