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 of the Investment Entities or Blackstone, 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 under the Securities Act, the Company will facilitate in the manner described in this Agreement a shelf registration of Registrable Securities held by the Securityholders. Any shelf registration filed pursuant to this Section 2.3 by the Company covering Shares (whether pursuant to a demand by any of the Investment Entities or Blackstone or at the initiative of the Company) will cover Registrable Securities held by each of the Securityholders (regardless of whether they demanded the filing of such shelf or not) equal to the percentage of their original respective holdings as is requested by any of the Investment Entities or Blackstone with respect to the Registrable Securities of any of the Investment Entities or Blackstone to be included in such shelf. If at the time of such request the Company is eligible for WKSI status, such shelf registration shall, upon the approval of the board of directors of the Company, cover an unspecified number of Registrable Securities to be sold by the Company and its Securityholders.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vine Energy Inc.), Form of Registration Rights Agreement (Vine Energy Inc.)

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Right to Demand and be Included in a Shelf Registration. Upon the demand of any of the Vine Investment, Vine Investment Entities II or Blackstone, 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 under the Securities Act, the Company will facilitate in the manner described in this Agreement a shelf registration of Registrable Securities held by the Securityholders. Any shelf registration filed pursuant to this Section 2.3 by the Company covering Shares (whether pursuant to a demand by any of the Vine Investment, Vine Investment Entities II or Blackstone or at the initiative of the Company) will cover Registrable Securities held by each of the Securityholders (regardless of whether they demanded the filing of such shelf or not) equal to the percentage of their original respective holdings as is requested by any of the Vine Investment, Vine Investment Entities II or Blackstone with respect to the Registrable Securities of any of the Vine Investment, Vine Investment Entities II or Blackstone to be included in such shelf. If at the time of such request the Company is eligible for WKSI status, such shelf registration shall, upon the approval of the board of directors of the Company, cover an unspecified number of Registrable Securities to be sold by the Company and its Securityholders.

Appears in 2 contracts

Samples: Form of Registration Rights Agreement (Vine Resources Inc.), Form of Registration Rights Agreement (Vine Resources Inc.)

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