Common use of Form F-1 Demand Clause in Contracts

Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty percent (60%) of the Preferred B Shares or (ii) the Requisite New Investors that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding having an anticipated aggregate offering price, net of Selling Expenses, of at least $10.0 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) and 2.3.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nabriva Therapeutics AG), Registration Rights Agreement (Nabriva Therapeutics AG)

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Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, IPO the Company receives a request from (i) Holders of at least sixty percent (60%) of the Preferred B Shares Majority Investors or (ii) the Requisite New Investors Majority in Interest that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding of such Holders having an anticipated aggregate public offering price, price (net of Selling Expenses, underwriting discounts and commissions) of at least USD $10.0 million7,500,000, then the Company shall (x) within ten twenty (1020) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; , and (y) as soon as practicable, and in any event within sixty ninety (6090) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other HoldersHolder, as specified by notice given by each such Holder to the Company within twenty (20) days of ‎of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c), 2.1(d) and 2.3.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (PolyPid Ltd.), Investors’ Rights Agreement (PolyPid Ltd.)

Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, IPO the Company receives a request from (i) Holders of at least sixty percent (60%) of the Preferred B Shares Majority Investors or (ii) the Requisite New Investors Majority in Interest that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding of such Holders having an anticipated aggregate public offering price, price (net of Selling Expenses, underwriting discounts and commissions) of at least seven-and-a-half million dollars ($10.0 million7,500,000), then the Company shall (x) within ten twenty (1020) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; , and (y) as soon as practicable, and in any event within sixty ninety (6090) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other HoldersHolder, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c), 2.1(d) and 2.3.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (PolyPid Ltd.), Investors’ Rights Agreement (PolyPid Ltd.)

Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, IPO and until the fifth anniversary thereafter the Company receives a request from (i) Holders of at least sixty percent (60%) of the Preferred B Shares Majority Investors or (ii) the Requisite New Investors from Allegro that the Company file a Form F-1 registration statement with respect to covering at a minimum the public sale of the lesser of (i) 25% of the then existing Preferred Registrable Securities then outstanding (excluding, if the Majority Investors are the Initiating Holders, Preferred Registrable Securities held by Allegro); or (ii) Preferred Registrable Securities having an anticipated estimated aggregate public offering price, price (net of Selling Expenses, underwriting discounts and commissions) of at least ten million dollars ($10.0 million10,000,000), then the Company shall (x) within ten fourteen (1014) days after the date such request is given, give notice thereof (the "Demand Notice") to all Holders other than the Initiating Holders; , and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other HoldersHolder, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c2.1‎(c), ‎2.1‎(d) and 2.3‎2.3.

Appears in 1 contract

Samples: Investors' Rights Agreement (Mapi - Pharma LTD)

Form F-1 Demand. If at any time after the earlier six (6) month anniversary of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty thirty percent (6030%) of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the that number of Registrable Securities then outstanding having that would result in an anticipated aggregate offering price, net of Selling Expenses, in excess of at least $10.0 5 million), then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections Subsection 2.1(c) and Subsection 2.3.

Appears in 1 contract

Samples: Registration Rights Agreement (Criteo S.A.)

Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after from the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty thirty-three percent (6033%) of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement (which shall be on Form F-1, if filed in the U.S.) with respect to any of the Registrable Securities then outstanding having an anticipated aggregate offering price, net of Selling Expenses, of at least $10.0 millionSecurities, then the Company shall (xi) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (yii) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a registration statement (which shall be on Form F-1 registration statement under the Securities Act Act, if filed in the U.S.) covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of after the date the Demand Notice is given, and in each case, subject to the limitations of Subsections Section 2.1(c) and (d) and Section 2.3.

Appears in 1 contract

Samples: Equity Registration Right Agreement (7 Days Group Holdings LTD)

Form F-1 Demand. If at any time after the earlier six (6) month anniversary of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty percent (60%) a majority of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the that number of Registrable Securities then outstanding having that would result in an anticipated aggregate offering price, net of Selling Expenses, of at least $10.0 10 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) and 2.3.

Appears in 1 contract

Samples: Registration Rights Agreement (Forward Pharma a/S)

Form F-1 Demand. If at any time after the earlier six (6) month anniversary of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty thirty percent (6030%) of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the that number of Registrable Securities then outstanding having that would result in an anticipated aggregate offering price, net of Selling Expenses, in excess of at least $10.0 10 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections Subsection 2.1(c) and Subsection 2.3.

Appears in 1 contract

Samples: Registration Rights Agreement (ObsEva SA)

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Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) Holders of at least sixty percent (60%) one-third of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding having an anticipated aggregate offering price, net of Selling Expenses, of at least $10.0 10 million, then the Company shall (x) within ten (10) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) and 2.3.

Appears in 1 contract

Samples: Registration Rights Agreement (ProQR Therapeutics B.V.)

Form F-1 Demand. If at any time after the earlier of April 2, 2018 (i) three (3) years after the date of this Agreement or (ii) one hundred eighty (180) days after the effective date of the registration statement for the IPO, the Company receives a request from (i) the Holders of at least sixty ten percent (60%) 10)% of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to all or a portion of the Registrable Securities then outstanding having an anticipated aggregate offering price, net of Selling Expenses, of at least $10.0 millionoutstanding, then the Company shall (xi) within ten (10) days after the date such request is given, give notice thereof (the "Demand Notice") to all Holders other than the Initiating Holders; and (yii) as soon as practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c) Sections 2.3 and 2.32.4.

Appears in 1 contract

Samples: Investors' Rights Agreement (Duoyuan Global Water Inc.)

Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) calendar days after following the effective date of the registration statement for the IPOIPO and until the tenth anniversary thereof, the Company receives a request from (i) Holders of at least sixty more than ten percent (6010%) of the Preferred B Shares or (ii) the Requisite New Investors Registrable Securities then outstanding that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding having an with a minimum anticipated aggregate offering price, net of Selling Expenses, of at least Fifteen Million United States Dollars ($10.0 million15,000,000), then the Company shall (x) within ten (10) calendar days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; and (y) as soon as practicable, and in any event within sixty (60) calendar days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by notice given by each such Holder to the Company within twenty (20) calendar days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c‎2.2‎(c) and 2.3‎2.4.

Appears in 1 contract

Samples: Registration Rights Agreement (ZIM Integrated Shipping Services Ltd.)

Form F-1 Demand. If at any time after the earlier of April 2, 2018 or one hundred eighty (180) days after following the effective date of the registration statement for the IPO, IPO the Company receives a request from (i) Holders of at least sixty percent (60%) of the Preferred B Shares or (ii) the Requisite New Majority Investors that the Company file a Form F-1 registration statement with respect to the Registrable Securities then outstanding of such Holders having an anticipated aggregate public offering price, price (net of Selling Expenses, underwriting discounts and commissions) of at least four million dollars ($10.0 million4,000,000), then the Company shall (x) within ten fourteen (1014) days after the date such request is given, give notice thereof (the “Demand Notice”) to all Holders other than the Initiating Holders; , and (y) as soon as practicable, and in any event within sixty ninety (6090) days after the date such request is given by the Initiating Holders, file a Form F-1 registration statement under the Securities Act covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other HoldersHolder, as specified by notice given by each such Holder to the Company within twenty one (2021) days of the date the Demand Notice is given, and in each case, subject to the limitations of Subsections 2.1(c), 2.1(d) and 2.3.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Access Industries Holdings LLC)

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