Common use of Demand for Registration Clause in Contracts

Demand for Registration. If the Company shall receive from Purchaser a written demand (a "Demand Registration") that the Company effect any registration under the 1933 Act of at least 400,000 shares of the Registrable Securities the Company will use its best efforts to effect such registration as soon as practicable as may be so demanded and as will permit or facilitate the sale and distribution of all or such portion of Purchaser's Registrable Securities as are specified in such demand, provided that the Company shall not be obligated to take any action to effect any such registration, pursuant to this paragraph 6.2: (A) Within 120 days immediately following the effective date of any registration statement pertaining to an underwritten public offering of securities of the Company for its own account (other than a registration on Form S-4 relating solely to an SEC Rule 145 transaction, or a registration relating solely to employee benefit plans); (B) After the Company has effected an aggregate of two such registrations pursuant to this paragraph 6.2 and the sales of the shares of Common Stock under such registrations have closed; (C) If the Company shall furnish to Purchaser a certificate signed by the President of the Company, stating that in the good faith judgment of the board of directors of the Company it would be seriously detrimental to the Company and its stockholders (for reasons other than concern over the effect on the market for the Company's securities) for such Registration Statement to be filed at the date filing would be required, in which case the Company shall have an additional period of not more than 60 days within which to file such Registration Statement; provided, however, that the Company shall not use this right more than once in any twelve month period; or (D) Earlier than October 1, 1997.

Appears in 1 contract

Sources: Stock and Warrant Purchase Agreement (Epoch Pharmaceuticals Inc)

Demand for Registration. If the Company shall receive from Purchaser the Holders of at least 50% of the Registrable Securities at any time (the "Demand Date") not earlier than sixty (60) days following the Due Date, a written demand (a "Demand Registration") request that the Company effect any registration under with respect to the 1933 Act resale of at least 400,000 shares all or a part of the Registrable Securities then, if the Commission has not prior to the Demand Date declared effective a shelf registration statement pursuant to Rule 415 with respect to all of the Registrable Securities (a "Shelf Registration Statement") which is effective as of the Demand Date, the Company will will, as soon as practicable, use its best efforts to effect such registration as soon as practicable as may be so demanded (including, without limitation, filing post-effective amendments, appropriate qualifications under applicable blue sky or other state securities laws, and appropriate compliance with the Securities Act) and as will would permit or facilitate the sale resale and distribution of all or such portion of Purchaser's such Registrable Securities as are specified in such demand, provided that the request. The Company shall not be obligated to effect, or to take any action to effect effect, any such registration pursuant to this Section 2.1(a): (i) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, pursuant to this paragraph 6.2: (A) Within 120 days immediately following the effective date of any registration statement pertaining to an underwritten public offering of securities of qualification, or compliance, unless the Company for its own account (other than a registration on Form S-4 relating solely is already subject to an SEC Rule 145 transaction, or a registration relating solely to employee benefit plans)service in such jurisdiction and except as may be required by the Securities Act; (Bii) After the Company Holder has effected an aggregate of initiated two (2) such registrations pursuant to this paragraph 6.2 Section 2.1(a) and the sales of Registration Statement filed for such registration has been declared effective by the shares of Common Stock under such registrations have closedCommission; (Ciii) If on or prior to December 31, 1998, the Company shall furnish to Purchaser has filed with the Commission a certificate signed Shelf Registration Statement covering the Registrable Securities which is being diligently pursued by the President of Company with the Company, stating that in the good faith judgment of the board of directors of the Company it would be seriously detrimental to the Company and its stockholders (for reasons other than concern over the effect on the market for the Company's securities) for such Registration Statement to be filed at the date filing would be required, in which case the Company shall have an additional period of not more than 60 days within which to file such Registration Statement; provided, however, that the Company shall not use this right more than once in any twelve month period; or (D) Earlier than October 1, 1997Commission.

Appears in 1 contract

Sources: Registration Rights Agreement (Colorado Wyoming Reserve Co)