Back Registration Clause Samples
Back Registration. If the Company at any time proposes to register any of its Common Stock under the Securities Act for sale to the public either for its own account or for the account of another Person other than the Investors (except pursuant to a demand by the Investors under Section 2 hereof, which demand registration shall be governed by the terms of said Section 2, and except with respect to registration statements on Forms S-4, S-8 or any other form not available for registering t▇▇ ▇▇▇▇▇trable Securities for sale to the public), each such time it will promptly give written notice to each holder of Registrable Securities of its intention to effect such registration. Upon the written request of any such holder of Registrable Securities given within thirty (30) days after receipt by such holder of such notice, the Company will, subject to the limits contained in this Section 4, use its commercially reasonable best efforts to cause all Registrable Securities of such holder that such holder so requests to be registered under the Securities Act and qualified for sale under any state blue sky law, all to the extent required to permit such sale or other disposition of said Registrable Securities; provided, however, that in connection with a Qualified Public Offering (as defined in Article Fourth, Section B.6.2 of the Amended and Restated Certificate of Incorporation) that is consummated on or before February 15, 2007, the Investors shall not have any contractual, incidental or "Piggy-Back" registration rights under this Section 4, except that, if and to the extent that, the Company shall not repurchase the Warrants (as defined in Article Fourth, Section B.6.2 of the Amended and Restated Certificate of Incorporation) in connection with such Qualified Public Offering and the holders of the Warrants are permitted to exercise all of the outstanding Warrants on a net exercise basis, the Investors shall be permitted to exercise their rights under this Section 4 with respect to the Registrable Securities issuable upon such exercise of the Warrants in such Qualified Public Offering; provided, further, that if the Company is advised in writing in good faith by the managing underwriter of the Company's securities being offered in an underwritten public offering pursuant to such registration statement that the amount to be sold by Persons other than the Company (collectively, "Selling Stockholders") is greater than the amount which can be offered without adversely affecting the marketa...
Back Registration. If, in the case of a registration, the managing underwriter advises the Company in writing that the number of Registrable Shares requested to be included in the registration by all Persons (including the Company) exceeds the number of Registrable Shares which can be sold in such offering without having an adverse effect on such offering, including without limitation, the price at which such securities can be sold (the “Maximum Offering Size”), and the Company provides a copy of such written notice to the Stockholders, the Company shall be obligated to include in such registration only that number of securities, including Registrable Shares, which the underwriters determine in their sole discretion will not jeopardize the success of the offering. In such event, the Company will be obligated to include in such registration:
Back Registration. If, at any time, the Company proposes to register any of its securities under the Act (otherwise than pursuant to Section 18.1 or on a Form S-8 if such form cannot be used for registration of the Warrant, Warrant Shares, or PIK Shares pursuant to its terms), and the registration statement described in Section 18.1 shall not then be effective under the Act, the Company shall, as promptly as practicable, give written notice to the Lender. The Company shall include in such registration statement the Warrants, Warrant Shares, and PIK Shares proposed to be sold by the Selling Securities Holders. Notwithstanding the foregoing, if the offering of the Company's securities is to be made through underwriters, the Company shall not be required to include the Warrants, Warrant Shares, and PIK Shares if and to the extent that the managing underwriter reasonably believes in good faith that such inclusion would materially adversely affect such offering unless the Selling Securities Holders agree to postpone their sales until 10 days after the distribution is completed.
Back Registration. If, at any time, the Company proposes to register any of its securities under the Act (otherwise than pursuant to Section 18.1 or on a Form S-8 if such form cannot be used for registration of the Warrant or Warrant Shares pursuant to its terms), and the registration statement described in Section 18.1 shall not then be effective under the Act, the Company shall, as promptly as practicable, give written notice to the Lender. The Company shall include in such registration statement the Warrants and any Warrant Shares proposed to be sold by the Selling Securities Holders. Notwithstanding the foregoing, if the offering of the Company's securities is to be made through underwriters, the Company shall not be required to include the Warrants and Warrant Shares if and to the extent that the managing underwriter reasonably believes in good faith that such inclusion would materially adversely affect such offering unless the Selling Securities Holders agree to postpone their sales until 10 days after the distribution is completed.
Back Registration. As defined in Section 6 of this Agreement. ----------------------- PROSPECTUS: The prospectus included in a Registration Statement at ---------- the time such Registration Statement is declared effective, as amended or supplemented by any prospectus supplement and by all other amendments thereto, including post-effective amendments, and all material incorporated by reference into such prospectus.
Back Registration