Common use of Alternative IPO Entities Clause in Contracts

Alternative IPO Entities. In the event that the Company elects to effect an underwritten public offering of equity securities of any subsidiary of the Company (such entity, the “Alternative IPO Entity”) rather than the equity securities of the Company whether as a result of a reorganization of the Company or otherwise, the Lead Investor, the Initial Equityholders and the Company shall cause the Alternative IPO Entity to enter into an agreement with the Equityholders that provides the Equityholders with registration rights with respect to the equity securities of the Alternative IPO Entity that are substantially the same as, and in any event no less favorable in the aggregate to, the registration rights provided to the Equityholders in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (SeaWorld Entertainment, Inc.)

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Alternative IPO Entities. In the event that the Company Corporation elects to effect an underwritten public offering of equity securities of any parent entity (including the Partnership) or subsidiary of the Company Corporation (such entity, the “Alternative IPO Entity”) rather than the equity securities of the Company Corporation whether as a result of a reorganization of the Company Partnership, the Corporation or otherwise, the Lead Investor, the Initial Equityholders Partnership and the Company Corporation shall cause the Alternative IPO Entity to enter into an agreement with the Equityholders Shareholders that provides the Equityholders Shareholders with registration rights with respect to the equity securities of the Alternative IPO Entity that are substantially the same as, and in any event no less favorable in the aggregate to, the registration rights provided to the Equityholders Shareholders in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Energy Future Holdings Corp /TX/)

Alternative IPO Entities. In the event that the Company elects to effect an underwritten public registered offering of equity securities of any subsidiary or parent of the Company (such entitycollectively, the “Alternative IPO EntityEntities”) rather than the equity securities of the Company Company, whether as a result of a reorganization of the Company or otherwise, the Lead Investor, the Initial Equityholders and the Company Parties shall cause the Alternative IPO Entity to enter into an agreement with the Equityholders Parties that provides the Equityholders Parties with registration rights with respect to the equity securities of the Alternative IPO Entity that such Parties beneficially own that are substantially the same as, and in any event no less favorable in the aggregate to, the registration rights provided to the Equityholders Parties in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (AFC Gamma, Inc.)

Alternative IPO Entities. In the event that the Company elects to effect an underwritten public registered offering of equity securities of any subsidiary of the Company (such entitycollectively, the “Alternative IPO EntityEntities”) rather than the equity securities of the Company Company, whether as a result of a reorganization of the Company or otherwise, the Lead Investor, the Initial Equityholders Purchasers and the Company shall cause the Alternative IPO Entity to enter into an agreement with the Equityholders Purchasers that provides the Equityholders Purchasers with registration rights with respect to the equity securities of the Alternative IPO Entity that are substantially the same as, and in any event no less favorable in the aggregate to, the registration rights provided to the Equityholders Purchasers in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (AMERICAN POWER GROUP Corp)

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Alternative IPO Entities. In the event that the Company Corporation elects to effect an underwritten public registered offering of equity securities of any subsidiary or parent of the Company Corporation (such entitycollectively, the “Alternative IPO EntityEntities”) rather than the equity securities of the Company Corporation, whether as a result of a reorganization of the Company Corporation or otherwise, the Lead Investor, the Initial Equityholders and the Company Parties shall cause the Alternative IPO Entity to enter into an agreement with the Equityholders Parties that provides the Equityholders Parties with registration rights with respect to the equity securities of the Alternative IPO Entity that such Parties beneficially own that are substantially the same as, and in any event no less favorable in the aggregate to, the registration rights provided to the Equityholders Parties in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (WeWork Inc.)

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