Demand Registration Limitations. The demand registration rights set forth in this Section 3 may be exercised only in accordance with the following limitations: (i) The holders of Registrable Shares shall have the right to exercise demand registration rights under this Section 3 only after the 180th day after the IPO Date. (ii) The holders of Registrable Shares shall not have any right to exercise demand registration rights under this Section 3 at any time after the third anniversary of the IPO Date. (iii) The Company shall not be required to make any Demand Registrations pursuant to this Section 3 unless the aggregate Share Value of all Registrable Shares proposed to be registered in connection therewith shall equal or exceed $20 million. (iv) Each of Energy Spectrum, the AnSon Group, the Oliv▇▇ ▇▇▇up and the Ward ▇▇▇up shall have the right to require the Company to file up to two Demand Registrations with the Commission; provided, however, that the Company shall be required to effect not more than one Demand Registration pursuant to this clause (iv) unless and until it is qualified to register the Registrable Shares on Form S-3 promulgated under the Securities Act. (v) Provided the Company is actively employing in good faith all reasonable efforts to cause such registration statements to become effective, the Company shall not be required to make any Demand Registration pursuant to this Section 3 during the period ending 90 days after the effective date of any registration under the Securities Act by the Company of shares of Common Stock or other equity securities, other than in connection with an employee benefit plan, dividend reinvestment plan or merger, consolidation or other business combination.
Appears in 1 contract
Sources: Registration Rights Agreement (Bayard Drilling Technologies Inc)
Demand Registration Limitations. The demand registration rights set forth in this Section 3 may be exercised only in accordance with the following limitations:
(i) The holders of Registrable Shares DLB Group shall have the right to exercise demand registration rights under this Section 3 only after the 180th day earlier to occur of (x) 180 days after the IPO DateDate or (y) the first anniversary of the date of this Agreement.
(ii) The holders of Registrable Shares shall not have any right to exercise demand registration rights under this Section 3 at any time after the third anniversary of the IPO Date.
(iii) The Company shall not be required to make any Demand Registrations pursuant to this Section 3 unless the aggregate Share Value of all Registrable Shares proposed to be registered in connection therewith shall equal or exceed $20 million.
(iv) Each of Energy Spectrum, the AnSon Group, the Oliv▇▇ ▇▇▇up and the Ward ▇▇▇up The DLB Group shall have the right to require the Company to file up to two Demand Registrations with the Commission; provided, however, that the Company shall be required to effect not more than one Demand Registration pursuant to this clause (iv) unless and until it is qualified to register the Registrable Shares on Form S-3 promulgated under the Securities Act.
(v) Provided the Company is actively employing in good faith all reasonable efforts to cause such registration statements to become effective, the Company shall not be required to make any Demand Registration pursuant to this Section 3 during the period ending 90 days after the effective date of any registration under the Securities Act by the Company of shares of Common Stock or other equity securities, other than in connection with an employee benefit plan, dividend reinvestment plan or merger, consolidation or other business combination.
Appears in 1 contract
Sources: Registration Rights Agreement (Bayard Drilling Technologies Inc)