Common use of Rights of Requesting Holders Clause in Contracts

Rights of Requesting Holders. The Company will not file any registration statement under the Securities Act, unless it shall first have given to all holders of Warrants or Registrable Securities at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders shall so request within 30 days after such notice, each of them shall be a "Requesting Holder" hereunder and shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holder, to the effect that the holding by such Requesting Holder of such securities does not necessarily make such Requesting Holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holder.

Rights of Requesting Holders. The Company will not file any ---------------------------- registration statement relating to Common Stock under the Securities ActAct (other than by a registration on Form S-4 or Form S-8 or in connection with a registration of securities which are convertible into or exchangeable for Common Stock), unless it shall first have given to all holders each holder of Warrants or Registrable Securities (who would be entitled to participate in such registration) at the time outstanding (other than any such Person who acquired all such securities held by such Person in a public offering registered under the Securities Act or as the direct or indirect transferee of shares initially issued in such an offering), at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with thereof. Any such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders Person who shall so request within 30 days after such notice, each of them shall be notice (a "Requesting Holder" hereunder and ") shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise (other than through a document filed by or on behalf of any Requesting Holder which is incorporated by reference) as the holder of any securities of the Company, then such Requesting Holder holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holderholder, to the effect that the holding by such Requesting Holder holder of such securities does not necessarily make such Requesting Holder holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holderholder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities Act, unless it shall first have given to all holders of Warrants or Registrable Securities at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders shall so request within 30 days after such notice, each of them shall be a "Requesting Holder" hereunder and shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, judgment should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holder, to the effect that the holding by such Requesting Holder of such securities does not necessarily make such Requesting Holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities Act, unless it shall first have given to all holders of Warrants or Registrable Securities at least 30 days prior written notice thereof and, if so requested by the Requisite Majority Holders, shall have consulted with such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders shall so request within 30 days after such notice, each of them shall be a "Requesting Holder" hereunder and shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, judgment should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holder, to the effect that the holding by such Requesting Holder of such securities does not necessarily make such Requesting Holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities Act, unless it shall first have given to all holders of Warrants or Registrable Securities at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders shall so request within 30 days after such notice, each of them shall be a "Requesting HolderREQUESTING HOLDER" hereunder and shall have the rights of a Requesting Holder provided in this section 2.6 2.5 and in sections 2.32.2, 2.5 2.4 and 2.72.6. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, judgment should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (ai) the insertion therein of language, in form and substance satisfactory to such Requesting Holder, to the effect that the holding by such Requesting Holder of such securities does not necessarily make such Requesting Holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder will assist in meeting any future financial requirements of the Company, or (bii) in the event that such reference to such Requesting Holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities ActAct or other applicable non-U.S. securities laws (other than by a registration on Form F-4 or Form S-8 or any similar form under applicable non-U.S. securities laws), unless it shall first have given to all holders each Holder of Warrants or Registrable Securities at the time outstanding (other than any such Person who acquired all such securities held by such Person in a public offering registered under the Securities Act or other applicable non-U.S. securities laws or as the direct or indirect transferee of shares initially issued in such an offering), at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with thereof. Any such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders Person who shall so request within 30 days after such notice, each of them shall be notice (a "“Requesting Holder" hereunder and ”) shall have the rights of a Requesting Holder provided in this section 2.6 and in sections Sections 2.1, 2.2, 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holder, to the effect that the holding by such Requesting Holder of such securities does not necessarily make such Requesting Holder a "“controlling person" ” of the Company within the meaning of the Securities Act or applicable non-U.S. securities laws and is not to be construed as a recommendation by such Requesting Holder of the investment quality of the Company's ’s debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder by name or otherwise is not required by the Securities Act or other applicable non-U.S. securities laws or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities ActAct (other than by a registration on Form S-8), unless it shall first have given to all holders each holder of Warrants or Registrable Securities (who would be entitled to participate in such registration) at the time outstanding (other than any such Person who acquired all such securities held by such Person in a public offering registered under the Securities Act or as the direct or indirect transferee of shares initially issued in such an offering), at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with thereof. Any such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders Person who shall so request within 30 days after such notice, each of them shall be notice (a "Requesting Holder" hereunder and ") shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holderholder, to the effect that the holding by such Requesting Holder holder of such securities does not necessarily make such Requesting Holder holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holderholder.

Rights of Requesting Holders. The Company will not file any registration statement (other than on Form S-4 or S-8 or any successor or similar form) under the Securities Act, unless it shall first have given to all holders of Warrants or Registrable Securities at least 30 days prior written notice thereof and, if so requested by the Requisite HoldersHolders in connection with a registration of Registrable Securities under the Securities Act in a transaction subject to Section 2.1 or 2.2, shall have consulted with such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration, provided, that after such consultation, in the case of a transaction subject to Section 2.2, the decision of the Company shall be conclusive. If such a holder or holders of Registrable Securities shall so request within 30 days after such notice, each of them shall be a "Requesting HolderREQUESTING HOLDER" hereunder and shall have, in addition to all other rights it may have under this Agreement and otherwise under applicable law, the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require request the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, judgment should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holder, to the effect that the holding by such Requesting Holder of such securities does not necessarily make such Requesting Holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holder.

Rights of Requesting Holders. The Company will not file any registration statement relating to Common Stock under the Securities ActAct (other than by a registration on Form S-4 or Form S-8 or in connection with a registration of securities which are convertible into or exchangeable for Common Stock), unless it shall first have given to all holders each holder of Warrants or Registrable Securities (who would be entitled to participate in such registration) at the time outstanding (other than any such Person who acquired all such securities held by such Person in a public offering registered under the Securities Act or as the direct or indirect transferee of shares initially issued in such an offering), at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with thereof. Any such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders Person who shall so request within 30 days after such notice, each of them shall be notice (a "Requesting Holder" hereunder and ") shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise (other than through a document filed by or on behalf of any Requesting Holder which is incorporated by reference) as the holder of any securities of the Company, then such Requesting Holder holder shall have the right to require (a) the insertion therein of language, in form and substance satisfactory to such Requesting Holderholder, to the effect that the holding by such Requesting Holder holder of such securities does not necessarily make such Requesting Holder holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holderholder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities ActAct (other than by a registration on Form S-8), unless it shall first have given to all holders each holder of Warrants or Registrable Securities at the time outstanding (other than any such person who acquired all such securities held by such person in a public offering registered under the Securities Act or as the direct or indirect transferee of shares initially issued in such an offering), at least 30 days prior written notice thereof and, if so requested by the Requisite Holders, shall have consulted with thereof. Any such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders person who shall so request within 30 days after such notice, each of them shall be notice (a "Requesting Holder" hereunder and ") shall have the rights of a Requesting Holder provided in this section 2.6 and in sections Sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right (a) to participate in the preparation of any such registration or comparable statement and to require the insertion therein of material furnished to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, and (b) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation2.7 hereof. In addition, if any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder shall have the right to require (a) the insertion therein of language, in form and substance reasonably satisfactory to such Requesting Holderholder and the Company, to the effect that the holding by such Requesting Holder holder of such securities does not necessarily make such Requesting Holder holder of a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding does not imply that such Requesting Holder holder will assist in meeting any future financial requirements of the Company, or (b) in the event that such reference to such Requesting Holder holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holderholder.

Rights of Requesting Holders. The Company will not file any registration statement under the Securities Act, unless it shall first have given to all holders each Person which holds five percent (5%) or more of Warrants or Registrable Securities Common Stock at the time outstanding at least 30 days thirty (30) days' prior written notice thereof thereof, and, if so requested by the Requisite Holders, shall have consulted with any such holders concerning the selection of underwriters, counsel and independent accountants for the Company for such offering and registration. If such holders shall so request Person within 30 thirty (30) days after such notice, each such Person shall have the right, at any time when, in the sole and exclusive judgment of them shall such Person, such Person is or might be deemed to be a controlling person of the Company within the meaning of the Securities Act (a "Requesting Holder" hereunder and shall have the rights of a Requesting Holder provided in this section 2.6 and in sections 2.3, 2.5 and 2.7. The Company further covenants that a Requesting Holder shall have the right ") (a) to participate in the preparation and filing of any each such registration or comparable statement to the extent provided in Section 2.6 hereof, (b) to receive the documents it is entitled to receive and to require make the insertion therein of material furnished requests it is entitled to the Company in writing, which in such Requesting Holder's judgment, reasonable exercised, should be included, make under Section 2.3 hereof and (bc) at the Company's expense, to retain counsel and/or independent public accountants to assist such Requesting Holder in such participation, provided that if, at any time, such Requesting Holder shall be entitled and shall elect to retain counsel as aforesaid, the Company shall only be required to pay expenses in respect of one (1) counsel, such counsel to be selected by the Requesting Holder or Holders (other than the Company or any of its subsidiaries or affiliates) holding a majority or more of the Shares held at such time by all Requesting Holders. In addition, if If any such registration statement refers to any Requesting Holder by name or otherwise as the holder of any securities of the Company, then such Requesting Holder holder shall have the right (in addition to any other rights it may have under this Section 2.7) to require (ax) the insertion therein of language, in form and substance satisfactory to such Requesting Holderholder, to the effect that the holding by such Requesting Holder holder of such securities does not necessarily make such Requesting Holder a "controlling person" of the Company within the meaning of the Securities Act and is not to be construed as a recommendation by such Requesting Holder holder of the investment quality of the Company's debt or equity securities covered thereby and that such holding holder does not imply that such Requesting Holder holder will assist in meeting any future financial requirements of the Company, or (by) in the event that such reference to such Requesting Holder holder by name or otherwise is not required by the Securities Act or any rules and regulations promulgated thereunder, the deletion of the reference to such Requesting Holderholder.