Common use of Right to Demand and be Included in a Shelf Registration Clause in Contracts

Right to Demand and be Included in a Shelf Registration. Upon the demand of any Carlyle Stockholder (any such demand, together with any demand pursuant to Section 4.1(a), a “demand registration”, made at any time and from time to time when the Company is eligible to utilize Form S-3 or a successor form to sell Shares in a secondary offering on a delayed or continuous basis in accordance with Rule 415, the Company will facilitate in the manner described in this Agreement a shelf registration of Shares held by the Carlyle Stockholders. Any shelf registration filed by the Company covering Shares (whether pursuant to a Carlyle Stockholder demand or at the initiative of the Company) will cover Shares held by each of the Carlyle Stockholders (regardless of whether they demanded the filing of such shelf or not) up to an equivalent percentage of their original respective holdings as may be agreed upon by the demanding Carlyle Stockholders unless otherwise requested by any such Carlyle Shareholder. If at the time of such request the Company is a WKSI, such shelf registration would, at the request of such Carlyle Stockholders, cover an unspecified number of Shares to be sold by the Company and the Carlyle Stockholders.

Appears in 2 contracts

Samples: Principal Stockholders Agreement (Atotech LTD), Principal Stockholders Agreement (Atotech LTD)

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Right to Demand and be Included in a Shelf Registration. Upon the demand of any Carlyle Stockholder (any such demand, together with any demand pursuant to Section 4.1(a), a “demand registration”Stockholder, made at any time and from time to time when the Company is eligible to utilize Form S-3 or a successor form to sell Shares in a secondary offering on a delayed or continuous basis in accordance with Rule 415415 under the Securities Act, the Company will facilitate in the manner described in this Agreement a shelf registration of Shares held by the such Carlyle StockholdersStockholder. Any Unless otherwise requested by any Carlyle Stockholder, any shelf registration filed by the Company covering Shares (whether pursuant to a Carlyle Stockholder demand or at the initiative of the Company) will cover Shares held by each of the Carlyle Stockholders (regardless of whether they demanded the filing of such shelf or not) up to an equivalent percentage of their original respective holdings as may be agreed upon by the demanding Carlyle Stockholders unless otherwise requested by any such Carlyle ShareholderStockholders. If at the time of such request the Company is a WKSI, such shelf registration would, at the request of such Carlyle StockholdersStockholder, cover an unspecified number of Shares to be sold by the Company and the Carlyle Stockholders.

Appears in 1 contract

Samples: Principal Stockholders Agreement (Ortho Clinical Diagnostics Holdings PLC)

Right to Demand and be Included in a Shelf Registration. Upon the demand of any Carlyle Stockholder (any such demand, together with any demand pursuant to Section 4.1(a), a “demand registration”Stockholders, made at any time and from time to time when the Company is eligible to utilize Form S-3 or a successor form to sell Shares in a secondary offering on a delayed or continuous basis in accordance with Rule 415, the Company will facilitate in the manner described in this Agreement a shelf registration of Shares held by the Carlyle Stockholdersthem. Any shelf registration filed by the Company covering Shares (whether pursuant to a Carlyle Stockholder demand or at the initiative of the Company) will cover Shares held by each of the Carlyle Stockholders (regardless of whether they demanded the filing of such shelf or not) up to an equivalent percentage of their original respective holdings as may be agreed upon by the demanding Carlyle Stockholders unless otherwise requested by any such Carlyle ShareholderStockholders. If at the time of such request the Company is a WKSI, such shelf registration would, at the request of such Carlyle Stockholders, cover an unspecified number of Shares to be sold by the Company and the Carlyle Stockholders.

Appears in 1 contract

Samples: Principal Stockholders Agreement (Axalta Coating Systems Ltd.)

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Right to Demand and be Included in a Shelf Registration. Upon the demand of any Carlyle Stockholder (any such demand, together with any demand pursuant to Section 4.1(a), a “demand registration”Shareholder, made at any time and from time to time when the Company is eligible to utilize Form S-3 or a successor form to sell Shares in a secondary offering on a delayed or continuous basis in accordance with Rule 415, the Company will facilitate in the manner described in this Agreement a shelf registration of Shares held by the such Carlyle StockholdersShareholder. Any Unless otherwise requested by any Carlyle Shareholder, any shelf registration filed by the Company covering Shares (whether pursuant to a Carlyle Stockholder Shareholder demand or at the initiative of the Company) will cover Shares held by each of the Carlyle Stockholders Shareholders (regardless of whether they demanded the filing of such shelf or not) up to an equivalent percentage of their original respective holdings as may be agreed upon by the demanding Carlyle Stockholders unless otherwise requested by any such Carlyle ShareholderShareholders. If at the time of such request the Company is a WKSI, such shelf registration would, at the request of such Carlyle StockholdersShareholders, cover an unspecified number of Shares to be sold by the Company and the Carlyle StockholdersShareholders.

Appears in 1 contract

Samples: Principal Shareholders Agreement (Ortho Clinical Diagnostics Holdings PLC)

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