Requests for Registration. At any time on or after the third anniversary of the date hereof, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“Long-Form Registrations”) or, if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwritten. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) days after the receipt of the Company’s notice.
Appears in 2 contracts
Sources: Registration Agreement (Townsquare Media, Inc.), Registration Agreement (Madison Square Garden Co)
Requests for Registration. At any time on or after the third anniversary of the date hereofSubject to paragraph 1(b) below, the holders at any time of a majority at least 50% of the Investor Registrable Securities may request at any time registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 S-2 or any similar long-form registration (“Long-Form Registrations”) or, if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”). All registrations requested pursuant to this Section 1(a") are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockavailable. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations".
Appears in 2 contracts
Sources: Registration Rights Agreement (Canaan Equity L P), Registration Rights Agreement (Alarmguard Holdings Inc)
Requests for Registration. At any time on or after the third anniversary of the date hereofSubject to paragraph 2(b) below, the holders of a majority of the Investor Registrable Securities may request, at any time and from time to time, registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and each holder of Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 S-2 or any similar long-form registration (“Long-Form Registrations”) or, if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”"). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockavailable. Each request for a Demand Registration (as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen twenty (1520) days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph 2(a) are referred to herein as "Demand Registrations".
Appears in 2 contracts
Sources: Registration Rights Agreement (United Shipping & Technology Inc), Registration Rights Agreement (United Shipping & Technology Inc)
Requests for Registration. At any time on or after Subject to the third anniversary of the date hereofrestrictions set forth ------------------------- below, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form --------- Registrations”) or"), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the ------------- Securities Act) or any similar short-form registration (“"Short-Form ---------- Registrations”"), if available. All registrations requested pursuant to this ------------- Section 1(a1
(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for ------------ -------------------- a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests re quests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or after following the third anniversary earlier to occur of (i) January 1, 2002 and (ii) the occurrence of a Put Event (as defined in Section 9 of the date hereofWarrant), the holders Holders of a majority at least 51% of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or Form S-2 or any other successor or similar long-form registration (“"Long-Form Registrations”) or"), if available, and the Holders of at least 25% of the Investor Registrable Securities may request registration under the Securities Act of all or an portion of their Investor Registrable Securities on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any other successor or similar short-form registration (“"Short-Form Registrations”)") if the Company is eligible to use any such short form. All registrations requested pursuant to this Section 1(a2(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such requesta request for a Demand Registration, the Company shall give written notice of such requested registration to all other holders Holders of Registrable Securities and, subject to Section 1(d)2(d) below, will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 20 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Sources: Registration Rights Agreement (Access Worldwide Communications Inc)
Requests for Registration. At any time on or after the third anniversary of the date hereoftime, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, on Form S-3 (including pursuant to Rule 415 and the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act) Act of all or any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“"Short-Form Registrations”)") if available. All registrations requested pursuant to this Section 1(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary Company has completed the initial public offering of any of its equity securities under the date hereofSecurities Act (the "INITIAL IPO"), the holders of a majority of the Argosy Investor Registrable Securities and a majority of the ▇▇▇▇▇▇▇ Investor Registrable Securities may each request registration under the Securities Act of 1933, as amended (the "SECURITIES ACT"), of (x) all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“Long"LONG-Form Registrations”FORM REGISTRATIONS"), and (y) or, if available, all or any portion of their Registrable Securities on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short"SHORT-Form Registrations”)FORM REGISTRATIONS") if available. All registrations requested pursuant to this Section paragraph 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. "DEMAND REGISTRATIONS." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) 10 days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section paragraph 1(d)) below, will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Sources: Registration Rights Agreement (Norcross Capital Corp)
Requests for Registration. At any time on or after the third anniversary of the date hereofSubject to this Section 2, the holders Requisite Holders of a majority of the Investor all Registrable Securities at such time may request registration registration, whether underwritten or otherwise, under the Securities Act of all or part of their Registrable Securities on Form S-1 S-1, Form F-1 or any similar long-form registration (“Long-Form Registrations”) or, if available, or on Form S-3 (including pursuant to Rule 415 under the Securities Act) or Form F-3 or any similar short-form registration (“Short-Form Registrations”), if available. All registrations requested pursuant to this Section 1(a) 2 and any underwritten offerings with respect thereto, are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. .” Each request for a Demand Long-Form Registration or Short-Form Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such requestrequest for a Long-Form Registration or Short-Form Registration, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, Holders and will include (subject to Section 1(d), will include the provisions of this Agreement including clause (d) below) in such registration (and in all related registrations or qualifications under blue sky laws or in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen five (155) days after the receipt of the Company’s notice.’s
Appears in 1 contract
Requests for Registration. At Subject to Sections 1(c) and 1(d), at any time on or and from time to time after six (6) months after the third anniversary closing of the date hereofIPO, either the holders of a majority of Majority Onex Shareholders or the Investor Registrable Securities Majority Common Shareholders (the “Demanding Shareholder”) may by written notice to the Company request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“Long-Form Registrations”) or, if available, on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. Each request for a Demand Registration registration under this Section 1(b) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenproposed method of distribution. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities Investors and, subject to Section 1(d1(e), will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) days after the receipt of the Company’s notice. All registrations requested pursuant to Section 1(a) and this Section 1(b) are referred to herein as “Demand Registrations.”
Appears in 1 contract
Sources: Registration Rights Agreement (JELD-WEN Holding, Inc.)
Requests for Registration. At any time on or after following the third anniversary closing date of ------------------------- the date hereof, Company's initial public offering of its Common Stock (the "IPO CLOSING") the holders of a majority at least thirty percent (30%) of the Investor Registrable Securities may request registration up to two registrations under the Securities Act of 1933, as amended from time to time (the "SECURITIES ACT"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“Long"LONG-Form Registrations”) or, if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”FORM REGISTRATIONS"). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. Each request for a an Investor Demand Registration Registration, including Short Form Registrations, (both as defined below) shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 20 days after the receipt of the Company’s 's notice. The holders of the Registrable Securities may also request Short-Form Registrations, as defined in Section 2.B below. All registrations requested pursuant to Sections 2.A and 2.B are referred to herein as "INVESTOR DEMAND REGISTRATIONS".
Appears in 1 contract
Requests for Registration. At any time on or after Subject to the third anniversary of the date hereofrestrictions set forth below, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”"), if available. All registrations requested pursuant to this Section 1(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or after Subject to the third anniversary of the date hereofrestrictions set forth below, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”"), if available. All registrations requested pursuant to this Section 1(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests re quests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or after Subject to the third anniversary of the date hereofrestrictions set forth ------------------------- below, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form --------- Registrations”) or"), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the ------------- Securities Act) or any similar short-form registration (“"Short-Form ---------- Registrations”"), if available. All ------------- registrations requested pursuant to this Section 1(a) are referred to herein as “----------- "Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the -------------------- approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary Company has completed a public offering of its Common Stock under the date hereofSecurities Act, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by and the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale may request registration under the Securities Act of at least 750,000 shares all or part of Class A Common Stocktheir Registrable Securities on Form S-2 or S-3 or any similar short-form registration ("Short-Form Registrations") if available. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations."
Appears in 1 contract
Requests for Registration. At Subject to the terms and conditions of this Agreement, at any time on or after the third anniversary of the date hereoftime, the holders of a majority 25% or more of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“Long-Form Registrations”) or), if available, and the holders of 5% or more of the Registrable Securities may request registration under the Securities Act of all or any portion of their Registrable Securities on Form S-3 (including pursuant to Rule 415 under the Securities Act415) or any similar short-form registration (“Short-Form Registrations”)) if available. All registrations requested pursuant to this Section 1(a2(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenintended method of distribution. Within ten (10) days after receipt the filing of any such requestthe registration statement relating to the Demand Registration, the Company shall give written notice of such requested registration the Demand Registration to all other holders of Registrable Securities and, subject to the terms of Section 1(d2(d), will shall include in such registration Demand Registration (and in all related registrations and qualifications under state blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s notice.
Appears in 1 contract
Sources: Registration Rights Agreement (Kv Pharmaceutical Co /De/)
Requests for Registration. The Securityholders contemplate the organization of a corporation and reorganization or recapitalization of the LLC pursuant to SECTION 15.7 of the LLC Agreement. The corporate successor to the LLC shall be referred to herein as the "COMPANY." At any time on or after the third anniversary organization of the date hereofCompany, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“Long"LONG-Form Registrations”) orFORM REGISTRATIONS"), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short"SHORT-Form Registrations”FORM REGISTRATIONS"), if available. All registrations requested pursuant to this Section SECTION 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. "DEMAND REGISTRATIONS." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share or per unit price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary of the date hereofSubject to subparagraphs l(b), (c) and (e), the holders of a majority at least 33 1/3% of the Investor Registrable Securities outstanding may at any time request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“Long-"Long- Form Registrations”") or, if available, on Form S-3 (including pursuant to Rule 415 and the holders of at least 33 1/3% of the Registrable Securities outstanding may at any time request registration under the Securities Act) Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“"Short-Form Registrations”). All registrations requested pursuant to this Section 1(a") are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockavailable. Each request for a Demand Registration shall be in writing and shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph l(a) are referred to herein as "Demand Registrations".
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary of the date hereoftime, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“Long-Form Registrations”) or), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”), if available. In addition, subject to Section 1(c), no earlier than 180 days after the Company has completed its initial public offering, the holders of a majority of the TCW/Crescent Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities in a Short-Form Registration, if available. All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. .” Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s notice.
Appears in 1 contract
Sources: Registration Rights Agreement (VeriFone Holdings, Inc.)
Requests for Registration. At any time on or after the third anniversary of the date hereof, the holders of a A majority of the Investor Registrable Securities may may, following a Qualified Public Offering, request registration under the Securities Act of all or part any portion of their its Registrable Securities on Form S-1 or any similar long-form registration (“a "Long-Form Registrations”) orRegistration"), if available, or on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“a "Short-Form Registrations”Registration"), if such a short form is available. All registrations requested pursuant to this Section 1(a2(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock". Each request for a Demand Registration (a "Demand Request") shall specify the approximate number of Registrable Securities requested to be registered registered, the anticipated method or methods of distribution, and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such requestDemand Request, the Company shall will give written notice of such requested registration (which shall specify the intended method of disposition of such Registrable Securities) to all other holders of Registrable Securities and, Holders (a "Company Notice") and the Company will include (subject to Section 1(d), will include the provisions of this Agreement) in such registration registration, all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 20 days after the receipt delivery of such Company Notice; provided, that any such other holder may withdraw its request for inclusion at any time prior to executing the Company’s noticeunderwriting agreement or, if none, prior to the applicable registration statement becoming effective.
Appears in 1 contract
Sources: Registration Rights Agreement (Sutter Holding Co Inc)
Requests for Registration. At any time on or after the third anniversary Company has completed a public offering of its Common Stock under the date hereofSecurities Act (the "IPO"), the holders of a majority at least 55% of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Investor Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, on Form S-3 (including pursuant to Rule 415 and the holders of at least 25% of the Investor Registrable Securities may request registration under the Securities Act) Act of all or any portion of their Investor Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“"Short-Form Registrations”)") if the Company is eligible to use any such short-form. All registrations requested pursuant to this Section paragraph 1(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Investor Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Investor Registrable Securities and, subject to Section paragraph 1(d)) below, will shall include in such registration all Investor Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At Subject to Article III of this Agreement, at any time on or after the third anniversary of the date hereof, the holders of a majority of the Investor Providence Registrable Securities may request registration under the Securities Act of all or part any portion of their the Providence Registrable Securities on Form S-1 or any similar long-form registration (“Long-Form Registrations”) or), if available, or on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-Form Registrations”), if available. All registrations requested pursuant to this Section 1(a2.1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. .” Each request for a Demand Registration shall specify the approximate number of Providence Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenregistered. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of the Providence Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Providence Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s notice.
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary of the date hereoftime, the holders of a majority of the Investor ▇▇▇▇ Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”") or, if available, on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”"). All registrations requested In addition, ▇▇▇▇▇▇ may request registration under the Securities Act of all or a part of the ▇▇▇▇▇▇ Registrable Securities pursuant to this Section 1(aa Long-Form Registration or Short-Form Registration under circumstances set forth in paragraph 1(d) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockbelow. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d)paragraph 1(e) below, will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 30 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations."
Appears in 1 contract
Sources: Registration Agreement (Nutraceutical International Corp)
Requests for Registration. At any time on or after the third anniversary Subject to subparagraphs (b), (c) and (d) of the date hereofthis Section 2.2, the holders of a majority not less than the portion of the Investor outstanding Registrable Securities as set forth in subparagraphs (c) and (d) of this Section 2.2 may at any time, request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, or on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“Short-"Short Form Registrations”"). All registrations requested pursuant , if available, and the Corporation shall use its best efforts to this Section 1(a) are referred to herein have such registration statement declared effective as “Demand Registrations”; provided, however, that a Demand Registration may only be made if soon as practicable after the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockfiling date. Each request for a Demand Registration shall such registration must specify the approximate number of Registrable Securities requested to be registered and the anticipated minimum desired price per share price range for in such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) 10 days after receipt of any such request, the Company shall Corporation will give written notice (the "Notification of a Demand") of such requested registration request to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein from such Persons within fifteen (15) 20 days after the receipt of the Company’s Corporation's notice. All registrations requested pursuant to this subparagraph (a) are referred to herein as "Demand Registrations."
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary of the date hereofSubject to paragraph 1(b) below, the holders of a majority at least 66.67% of the Investor Registrable Securities may request at any time after December 31, 1996 registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part of their Registrable Securities on Form S-1 or any similar long-form registration ("Long-Form Registrations"), and the holders of at least 66.67% of the Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 S-2 or any similar long-form registration (“Long-Form Registrations”) or, if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”). All registrations requested pursuant to this Section 1(a") are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockavailable. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after 50 receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations".
Appears in 1 contract
Requests for Registration. At Subject to the other provisions ------------------------- herein, at any time on or after 270 days after the third anniversary Company has completed a firm commitment underwritten initial public offering led by an investment bank with a national reputation of its Common Stock under the date hereofSecurities Act (the "Initial Public Offering"), the holders of at least a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, and the holders of at least a majority of the Registrable Securities may request registration under the Securities Act of all or any portion of their Registrable Securities on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”)") if available. All registrations requested pursuant to this Section paragraph 1(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock". Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d)the terms of paragraph (d) hereof, will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Sources: Registration Agreement (L90 Inc)
Requests for Registration. At Subject to Sections 1(b) and 1(c) below, at any time on or after time, the third anniversary holders of at least a majority of the date hereofClass B Registrable Securities, or if no Class B Registrable Securities are then outstanding, the holders of a majority of the Investor Registrable Securities Securities, may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“Long"LONG-Form Registrations”FORM REGISTRATIONS") or, if available, on Form S-2 or S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"SHORT-FORM REGISTRATIONS"). At any time after the consummation of a Qualified Public Offering, the holders of at least 30% of the Warrant Registrable Securities may request up to two Long-Form Registrations or, if available, Short-Form Registrations”). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale Registrations of the Investor all or part of their Registrable Securities requested to be registered by (the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock"WARRANT DEMAND REGISTRATIONS"). Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d)) below, will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this Section 1(a) are referred to herein as "DEMAND REGISTRATIONS."
Appears in 1 contract
Sources: Registration Agreement (Allotech International Inc)
Requests for Registration. At any time on or after the third anniversary of the date hereofSubject to subparagraphs 1(b), (c) and (e), the holders of a majority at least 30% of the Investor Registrable Securities outstanding may at any time request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”") or, if available, on Form S-3 (including pursuant to Rule 415 and the holders of at least 30% of the Registrable Securities outstanding may at any time request registration under the Securities Act) Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“"Short-Form Registrations”). All registrations requested pursuant to this Section 1(a") are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockavailable. Each request for a Demand Registration shall be in writing and shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph l(a) are referred to herein as "Demand Registrations".
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary of the date hereoftime, the holders of a majority of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if available, on Form S-3 (including pursuant to Rule 415 and the holders of a majority of the Registrable Securities may request registration under the Securities Act) Act of all or any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“"Short-Form Registrations”)") if available. All registrations requested pursuant to this Section paragraph 1(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Requests for Registration. At any time on or Commencing six months after the third anniversary completion by the Company of the date hereofan Initial Public Offering of its equity securities, the holders of a majority at least 50% of the Investor Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities on Form S-1 or any similar long-form registration (“a "Long-Form Registrations”) orRegistration"), if available, on Form S-3 (including pursuant to Rule 415 and the holders of at least 50% of the Registrable Securities may request registration under the Securities Act) Act of all or any portion of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“excluding Registration Statements on Forms S-8 and S-4) (a "Short-Form Registrations”)Registration") if available for use by the Company. All registrations Any registration requested pursuant to this Section 1(a) are is referred to herein as “a "Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. Each Registration." The request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will and shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice, subject, however, to Section 1(d) hereof.
Appears in 1 contract
Sources: Registration Rights Agreement (Warren Resources Inc)
Requests for Registration. At any time on after April 14, 1994 or after such earlier time as the third anniversary Company has completed a public offering of its equity securities under the Securities Act, any single holder of at least 10% of the date hereof, the then outstanding Registrable Securities or any two or more holders in aggregate of a majority at least 15% of the Investor then outstanding Registrable Securities may request registration under the Securities Act of all or part of their Registrable Securities on Form S-1 or any similar long-form registration (“"Long-Form Registrations”) or"), if availableand, on Form S-3 except for the National II/III Demand (including pursuant as to Rule 415 which no minimum percentage shall apply and which is defined below), any single holder of at least 10% of the Registrable Securities or any two or more holders of in aggregate of at least 15% of the then outstanding Registrable Securities may request registration under the Securities Act) Act of all or part of their Registrable Securities on Form S-2 or S-3 or any similar short-form registration (“"Short-Form Registrations”). All registrations requested pursuant to this Section 1(a") are referred to herein as “Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockavailable. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall will give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice. All registrations requested pursuant to this paragraph 1(a) are referred to herein as "Demand Registrations."
Appears in 1 contract
Requests for Registration. At any time on or after the third anniversary of the date hereof, the holders of at least a majority of the Investor MDCP Registrable Securities may request registration under the Securities Act of all or part any portion of their Registrable Securities (i) on Form S-1 or any similar long-form registration (“"Long-Form Registrations”") or, if available, and (ii) on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”)") if available. In addition, from and after February 17, 2008, the holders of at least a majority of Aldabra Registrable Securities may request registration under the Securities Act of all or any portion of their Registrable Securities in the form of (i) a Long-Form Registration and (ii) a Short-Form Registration, if available. All registrations requested pursuant to this Section 1(a3(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. ." Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenoffering. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, and (subject to the remainder of this Section 1(d), will 3) shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 15 days after the receipt of the Company’s 's notice.
Appears in 1 contract
Sources: Investor Rights Agreement (Aldabra Acquisition CORP)
Requests for Registration. At The Holder or Holders of at least two-thirds of the Registrable Shares may request at any time registration under the Securities Act of all or part of their Registrable Shares on Form S-1 or after S-2 or any similar long-form registration ("Long-Form Registration"), provided that, in the third anniversary case of the date hereofany such Long-Form Registration, the holders aggregate offering value of a majority of the Investor all Registrable Securities Shares requested to be included in such registration pursuant to this Section 2(a) must be reasonably expected to equal at least $5,000,000. In addition, subject to Section 2(c), any Holder may request registration under the Securities Act of all or part of their such Holder's Registrable Securities on Form S-1 or any similar long-form registration (“Long-Form Registrations”) or, if available, Shares on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration (“"Short-Form Registrations”Registration"), if available, provided that, in the case of any such Short-Form Registration, the aggregate offering value of the Registrable Shares requested to be included in such registration pursuant to this Section 2(a) must be reasonably expected to equal at least $1,000,000. Within ten days after receipt of any request pursuant to this Section 2(a), the Corporation will give written notice of such request to all other holders of Registrable Shares and will include in such registration all Registrable Shares with respect to which the Corporation has received written requests for inclusion therein within 21 days after the Corporation's notice has been given. All registrations requested pursuant to this Section 1(a2(a) are referred to herein as “"Demand Registrations”; provided, however, that a Demand Registration may only be made if the sale of the Investor Registrable Securities requested to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stock. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwritten. Within ten (10) days after receipt of any such request, the Company shall give written notice of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d), will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) days after the receipt of the Company’s notice."
Appears in 1 contract
Sources: Registration Agreement (Natural Nutrition Group Inc)
Requests for Registration. At any time on or after the third anniversary of the date hereoftime, the holders of at least a majority of the Investor Sun Registrable Securities may request registration under the Securities Act of all or part any portion of their such Sun Registrable Securities on Form S-1 or any similar long-form registration statement (“Long-Form RegistrationsRegistration”) or, if available, on Form S-3 (including pursuant to Rule 415 under the Securities Act) or any similar short-form registration statement (“Short-Form Registrations”). All registrations requested pursuant to this Section 1(a) are referred to herein as “Demand Registrations”; provided, however, that .” Each registration statement filed pursuant to a Demand Registration shall state that, in accordance with Rule 416 under the Securities Act, it also covers such indeterminate number of additional Common Stock as may only be made if the sale become issuable upon exercise of the Investor Registrable Securities requested Warrant to be registered by the holders of a majority of the Investor Registrable Securities is reasonably expected to result in a sale of at least 750,000 shares of Class A Common Stockprevent dilution resulting from stock splits, stock dividends or similar transactions. Each request for a Demand Registration shall specify the approximate number of Registrable Securities requested to be registered and the anticipated per share price range for such offering and whether the Demand Registration will be underwrittenregistered. Within ten (10) days after receipt of any such request, the The Company shall give prompt written notice (either before or after the filing of the registration statement) of such requested registration to all other holders of Registrable Securities and, subject to Section 1(d)) below, will include in such registration registration, in addition to the Sun Registrable Securities that are requested to be registered pursuant hereto, all Other Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within fifteen (15) 10 days after the receipt sending by the Company of the Company’s notice.
Appears in 1 contract