Common use of Stockholder Incidental Registration Clause in Contracts

Stockholder Incidental Registration. (a) At any time after the completion of the Initial Sale, subject to any Lock-up Agreements, if the Issuer proposes to file a Registration Statement with respect to an offering of securities (other than debt securities, or non-participating preferred equity securities, which are not exchangeable for or convertible into or otherwise linked to the common equity of the Issuer) by the Issuer for its own account or for the account of any stockholder of the Issuer other than the Stockholder (other than (i) a registration statement on Form S-4 or S-8 or (ii) a registration statement relating to the issuance of securities as consideration in any acquisition by the Issuer), then the Issuer shall give written notice (a “Filing Notice”) of such proposed filing to the Stockholder at least five Business Days before the anticipated filing date, which notice shall describe the proposed registration and distribution and offer the Stockholder the opportunity to register the number of Registrable Securities as the Stockholder requests (an “Incidental Registration”).

Appears in 6 contracts

Samples: Asset Purchase Agreement (Adelphia Communications Corp), Registration Rights and Sale Agreement (Adelphia Communications Corp), Asset Purchase Agreement (Time Warner Inc)

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Stockholder Incidental Registration. (a) At any time after the completion of the Initial Sale, subject to any Lock-up AgreementsClosing, if the Issuer proposes to file a Registration Statement with respect to an offering of securities (other than debt securities, or non-participating preferred equity securities, which are not exchangeable for or convertible into or otherwise linked to the common equity of the IssuerCommon Equity) by the Issuer for its own account or for the account of any stockholder of the Issuer other than the Stockholder Stockholders (other than (i) a registration statement Registration Statement on Form S-4 or S-8 or (ii) a registration statement Registration Statement relating to the issuance of securities as consideration in any acquisition by the Issuer), then the Issuer shall give written notice (a "Filing Notice") of such proposed filing to the each Stockholder at least five 10 Business Days before the anticipated filing date, which notice shall describe the proposed registration and distribution and offer the such Stockholder the opportunity to register the number of Registrable Securities as the Stockholder requests (an "Incidental Registration").

Appears in 3 contracts

Samples: Registration Rights Agreement (Aol Time Warner Inc), Registration Rights Agreement (Aol Time Warner Inc), Registration Rights Agreement (Aol Time Warner Inc)

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