Common use of WHEN REQUIRED REGISTRATION IS DEEMED EFFECTED Clause in Contracts

WHEN REQUIRED REGISTRATION IS DEEMED EFFECTED. A Required Registration pursuant to this Section shall not be deemed to have been effected for purposes of Section if: (i) the registration does not become effective and remain effective for a period of at least one hundred eighty (180) days (or such shorter period as is necessary for all Registrable Securities offered thereunder to have been sold), without interference by the issuance by the SEC of any stop order with respect thereto; (ii) the Requisite Holders withdraw their request for registration in its entirety at any time because the Requisite Holders reasonably believed that the registration statement or any prospectus related thereto contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements made therein (in the case of any prospectus, in light of the circumstances under which they were made) not misleading, notified the Company of such fact and requested that the Company correct such alleged misstatement or omission, and the Company has refused to correct such alleged misstatement or omission; or (iii) the conditions to closing specified in the purchase agreement or underwriting agreement, if any, entered into in connection with such Required Registration are not satisfied, other than by reason of some act or omission by the Holders of the Registrable Securities that were to have been registered and sold.

Appears in 3 contracts

Samples: Registration Rights Agreement (Advantica Restaurant Group Inc), Registration Rights Agreement (Flagstar Companies Inc), Registration Rights Agreement (Flagstar Companies Inc)

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WHEN REQUIRED REGISTRATION IS DEEMED EFFECTED. A Required ---------------------------------------------- Registration pursuant to this Section 2.1 shall not be deemed to have been effected for purposes of the proviso to Section 2.1(a) hereof if: (i) the registration does not become effective and remain effective for a period of at least one hundred eighty (180) days (or such shorter period as is necessary for all Registrable Securities offered thereunder to have been sold)days, without interference by the issuance by the SEC of any stop order with respect thereto; (ii) in the case of any underwritten offering undertaken on a firm commitment basis, all the Registrable Securities requested to be registered in connection therewith were not sold; (iii) the Requisite Holders withdraw their request for registration in its entirety at any time because the Requisite Holders reasonably believed that the registration statement or any prospectus related thereto contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements made therein (in the case of any prospectus, in light of the circumstances under which they were made) not misleading, notified the Company of such fact and requested that the Company correct such alleged misstatement or omission, and the Company has refused to correct such alleged misstatement or omission; or (iiiiv) the conditions to closing specified in the purchase agreement or underwriting agreement, if any, agreement entered into in connection with such Required Registration are not satisfied, other than by reason of some act or omission by the Holders holders of the Registrable Securities that were to have been registered and sold.

Appears in 2 contracts

Samples: Registration Rights Agreement (Trex Co Inc), Registration Rights Agreement (Trex Co Inc)

WHEN REQUIRED REGISTRATION IS DEEMED EFFECTED. A Required Registration pursuant to this Section 6.1 shall not be deemed to have been effected for purposes of the proviso to Section 6.1(a) hereof if: (i) the registration does not become effective and remain effective for a period of at least one hundred eighty (180) days (or such shorter period as is necessary for all Registrable Securities offered thereunder to have been sold)days, without interference by the issuance by the SEC of any stop order with respect thereto; (ii) all the Registrable Securities requested to be registered in connection therewith were not sold; (iii) the Requisite Holders withdraw their request for registration in its entirety at any time because the Requisite Holders reasonably believed that the registration statement or any prospectus related thereto contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements made therein (in the case of any prospectus, in light of the circumstances under which they were made) not misleading, notified the Company of such fact and requested that the Company correct such alleged misstatement or omission, and the Company has refused to correct such alleged misstatement or omission; or (iiiiv) the conditions to closing specified in the purchase agreement or underwriting agreement, if any, agreement entered into in connection with such Required Registration are not satisfied, other than by reason of some act or omission by the Holders holders of the Registrable Securities that were to have been registered and sold.

Appears in 1 contract

Samples: Shareholders Agreement (Hutchinson Products Corp)

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WHEN REQUIRED REGISTRATION IS DEEMED EFFECTED. A Required Registration pursuant to this Section 6.1 shall not be deemed to have been effected for purposes of the proviso to Section 6.1(a) hereof if: (i) the registration does not become effective and remain effective for a period of at least one hundred eighty (180) days (or such shorter period as is necessary for all Registrable Securities offered thereunder to have been sold)days, without interference by the issuance by the SEC of any stop order with respect thereto; (ii) in the case of any underwritten offering undertaken on a firm commitment basis, all the Registrable Securities requested to be registered in connection therewith were not sold; (iii) the Requisite Holders withdraw their request for registration in its entirety at any time because the Requisite Holders reasonably believed that the registration statement or any prospectus related thereto contained an untrue statement of a material fact or omitted to state a material fact required to be stated therein or necessary to make the statements made therein (in the case of any prospectus, in light of the circumstances under which they were made) not misleading, notified the Company of such fact and requested that the Company correct such alleged misstatement or omission, and the Company has refused to correct such alleged misstatement or omission; or (iiiiv) the conditions to closing specified in the purchase agreement or underwriting agreement, if any, agreement entered into in connection with such Required Registration are not satisfied, other than by reason of some some-act or omission by the Holders holders of the Registrable Securities that were to have been registered and sold.

Appears in 1 contract

Samples: Members' Agreement (Trex Co Inc)

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