Contingent Registration Rights Clause Samples
Contingent Registration Rights are contractual provisions that grant an investor or shareholder the right to require a company to register their securities for public sale, but only if certain specified conditions or events occur. For example, these rights might become effective if the company fails to complete an initial public offering within a set timeframe or if another triggering event, such as a change of control, takes place. The core function of this clause is to provide investors with a mechanism to achieve liquidity for their shares under specific circumstances, thereby protecting their ability to exit their investment if the company's plans or market conditions change.
Contingent Registration Rights. In the event that, for any reason whatsoever, the Company shall fail to maintain the effectiveness of the Registration Statement for a period of five (5) years from its effective date and, in any event, from and after the fifth (5th) anniversary of the effective date of the Registration Statement, the Underwriter and other Holders shall have, commencing the date of any such occasion, the contingent registration rights ("Registration Rights") set forth in Sections 7.3 and 7.4 hereof.
Contingent Registration Rights. If the Issuer fails to timely file all periodic reports it is required to file pursuant to the Exchange Act, the Issuer will grant customary resale shelf registration rights to certain Holders of at least 25% of the principal amount of Notes outstanding as of the Issue Date, as specified in the following sentence, if as a result of such failure, such Holders are unable to sell their Notes pursuant to Rule 144 of the Securities Act. Upon receipt of a written request from any Holder of Notes representing that it holds Notes representing at least 25% of the principal amount of Notes outstanding as of the Issue Date and satisfaction of the condition set forth in the preceding sentence, the Issuer will use commercially reasonable best efforts to cause to become effective a shelf registration statement relating to resales of such Notes and to keep that shelf registration statement effective until no securities registered thereunder constitute registrable securities. The Issuer will, in the event of such a shelf registration, provide to each Holder of Notes representing at least 25% of the principal amount of Notes outstanding as of the Issue Date copies of a prospectus, notify each such Holder when the shelf registration statement has become effective and take such other actions as necessary or appropriate to permit resales of the Notes. A Holder of Notes that sells Notes under the shelf registration statement generally will be required to make certain representations to the Issuer to be named as a selling security holder in the related prospectus and to deliver a prospectus to purchasers, and will be subject to certain of the civil liability provisions under the Securities Act, in connection with those sales. Holders of Notes will also be required to suspend their use of the prospectus included in the shelf registration statement under specified circumstances upon receipt of notice from the Issuer.
Contingent Registration Rights. In the event that the Form S-4 Registration Statement (as defined in the Merger Agreement) does not cover the shares of Opexa Common Stock to be issued in exchange for the Shares in the Merger, the Company shall use commercially reasonable efforts to cause Opexa to file with the Commission within 90 days following the Closing a registration statement on Form S-3, or in the event that Form S-3 is not then available for the registration of such shares of Opexa Common Stock, such other form of registration statement that may be available at such time to register the resale of the shares of Opexa Common Stock.