Common use of S-1 Filing Clause in Contracts

S-1 Filing. In addition to the rights provided in Section 2.01(a), if Atlas Energy is not eligible to file a shelf registration statement on Form S-3 on the File Date, one or more Holders collectively holding greater than $25 million of Registrable Securities, based on the Average Purchase Price, may thereafter deliver written notice to Atlas Energy that such Holders wish to register under the Securities Act an aggregate of at least $25 million of Registrable Securities, based on the Average Purchase Price specifying the amount and intended method of disposition of such Registrable Securities. Atlas Energy will promptly give written notice of such requested registration to all other Holders, and thereupon will, as expeditiously as possible, use its reasonable best efforts to effect the registration under the Securities Act of (i) such Registrable Securities which the Company has been so requested to register by the such Holders; and (ii) all other Registrable Securities which Atlas Energy has been requested to register by any other Holder (which request shall specify the amount and intended method of disposition of such Registrable Securities, including an Underwritten Offering) to the extent necessary to permit the disposition (in accordance with the intended method thereof as aforesaid) of the Registrable Securities so to be registered.