Common use of Demand Right Clause in Contracts

Demand Right. In consideration of the Company filing the Shelf Registration Statement, the LLC agrees (a) not to exercise any of its demand registration rights granted pursuant to the Registration Rights Agreement until the later of (i) six months from the date of effectiveness of the Shelf Registration Statement or (ii) 30 days after the last share of Common Stock registered for the account of the LLC is sold pursuant to the Shelf Registration Statement, unless in either case, all of the members of the board of directors of the Company who do not then (by themselves or through an affiliate) have a financial interest in the LLC or otherwise have a financial interest in any payments that may be made by the Company or any successor to the Company approve the exercise of such a demand registration right, and (b) to reduce by two the number of demand registration rights available to it pursuant to the Registration Rights Agreement. Furthermore, the Company and the LLC hereby agree that neither the filing nor the effectiveness of the Shelf Registration Statement or any transaction consummated under the Shelf Registration Agreement constitutes a demand under Section 1.1 of the Registration Rights Agreement nor do such actions trigger any rights accorded to stockholders under Section 6.1 of the Amended and Restated Stockholders Agreement or Section 5.6(b)

Appears in 1 contract

Sources: Shelf Registration Agreement (Endo Pharmaceuticals Holdings Inc)

Demand Right. In consideration of the Company filing the Shelf Registration Statement, the LLC agrees (a) not to exercise any of its demand registration rights granted pursuant to the Registration Rights Agreement until the later earlier of (i) six three months from the date of effectiveness of the Shelf Registration Statement or (ii) 30 days after the last share of Common Stock registered for the account of the LLC is sold pursuant to the Shelf Registration Statement, unless in either case, all of the members of the board of directors of the Company who do not then (by themselves or through an affiliate) have a financial interest in the LLC or otherwise have a financial interest in any payments that may be made by the Company or any successor to the Company approve the exercise of such a demand registration right, and (b) to reduce by two one the number of demand registration rights available to it pursuant to the Registration Rights Agreement. Furthermore, the Company Company, the LLC and the LLC Management Stockholders hereby agree that neither the filing nor the effectiveness of the Shelf Registration Statement or any transaction consummated under the Shelf Registration Agreement constitutes a demand under Section 1.1 of the Registration Rights Agreement nor do such actions trigger any rights accorded to stockholders Management Stockholders under Section 6.1 of the Amended and Restated Stockholders Agreement or Section 5.6(b)6.1

Appears in 1 contract

Sources: Shelf Registration Agreement (Endo Pharmaceuticals Holdings Inc)