Common use of Exempted Offerings Clause in Contracts

Exempted Offerings. Notwithstanding the foregoing or anything to the contrary herein, the provisions of Section 3 shall not apply to the sale of any Transfer Stock (a) to the public in an offering pursuant to an effective registration statement under the Securities Act (a “Public Offering”) or (b) pursuant to a Liquidation Event (as defined in the Restated Certificate).

Appears in 2 contracts

Samples: Stockholders’ Agreement, Stockholders’ Agreement (G1 Therapeutics, Inc.)

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Exempted Offerings. Notwithstanding the foregoing or anything to the contrary herein, the provisions of Section 3 4 shall not apply to the sale of any Transfer Stock (a) to the public in an offering pursuant to an effective registration statement under the Securities Act (a the Public OfferingIPO”) or (b) pursuant to a Liquidation Event (as defined in Sale of the Restated Certificate)Company.

Appears in 2 contracts

Samples: Adoption Agreement (Blueprint Medicines Corp), Adoption Agreement

Exempted Offerings. Notwithstanding the foregoing or anything to the contrary herein, the provisions of Section 3 shall not apply to the sale of any Transfer Stock (a) to the public in an offering pursuant to an effective registration statement under the Securities Act of 1933, as amended (a “Public Offering”) or (b) pursuant to a Liquidation Event (as defined in the Restated Certificate).

Appears in 1 contract

Samples: Stockholders Agreement (G1 Therapeutics, Inc.)

Exempted Offerings. Notwithstanding the foregoing or anything to the contrary herein, the provisions of Section 3 shall not apply to the sale of any Transfer Stock (a) to the public in an offering pursuant to an effective registration statement under the Securities Act of 1933, as amended (a “Public Offering”) or (b) pursuant to a Deemed Liquidation Event (as defined in the Restated CertificateCompany’s Certificate of Incorporation).

Appears in 1 contract

Samples: Divestiture Agreement (Ophthotech Corp.)

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Exempted Offerings. Notwithstanding the foregoing or anything to the contrary herein, the provisions of Section 3 2 and Section 3.3 shall not apply to the sale of any Transfer Stock (a) to the public in an offering pursuant to an effective registration statement under the Securities Act of 1933, as amended (a “Public Offering”) or (b) pursuant to a Deemed Liquidation Event (as defined in the Restated CertificateCharter).

Appears in 1 contract

Samples: Adoption Agreement (Planet Technologies, Inc)

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