Common use of IPO Registration Clause in Contracts

IPO Registration. If the Company proposes to file a registration statement on Form S-1 or such other form under the Securities Act providing for the initial public offering of shares of Common Stock (the “IPO Registration Statement”), the Company will notify in writing each Holder of the filing before (but no earlier than ten (10) Business Days before) or within five (5) Business Days after the initial filing and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder. Each Holder desiring to include in the IPO Registration Statement all or part of the Registrable Shares held by such Holder shall, within twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereof. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will not affect the inclusion of such Registrable Shares in the Shelf Registration Statement until such Registrable Shares have been sold under the IPO Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Pacific DataVision, Inc.)

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IPO Registration. If the Company proposes to file a registration statement on Form S-1 or such other form under the Securities Act (the “IPO Registration Statement”) providing for the underwritten initial public offering of shares of Common Stock (the “IPO Registration StatementIPO”), the Company will notify in writing each Holder of the filing before (but no earlier than ten (10) Business Days before) or Holder, within five (5) Business Days after the initial date on which the IPO Registration Statement is first filed with the Commission, of the filing and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder. Each Holder desiring to include in the IPO Registration Statement all or part of the Registrable Shares held by such Holder shall, within twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereofStatement. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will not affect the inclusion of such Registrable Shares in the Shelf Registration Statement until such Registrable Shares have been sold under the IPO Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (FBR Capital Markets Corp), Registration Rights Agreement (Friedman Billings Ramsey Group Inc)

IPO Registration. If the Company proposes to file a registration statement on Form S-1 or such other form under the Securities Act providing for the initial public offering of shares of Common Stock (the “IPO Registration Statement”), the Company will notify each Holder in writing each Holder of the proposed filing before (but no earlier not later than ten (10) Business Days before) or within five (5) Business Days after following the initial date of such filing and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder, if such registration is permitted by such form, subject to the terms and conditions set forth herein. Each Holder desiring to include in the IPO Registration Statement all or part of the Registrable Shares held by such Holder shall, within twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereofStatement. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will not affect the inclusion of such Registrable Shares in the Shelf Registration Statement until such Registrable Shares have been sold under the IPO Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (North American Financial Holdings, Inc.), Registration Rights Agreement (North American Financial Holdings, Inc.)

IPO Registration. If the Company proposes to file file, prior to the Shelf Registration Statement being declared effective by the Commission, a registration statement on Form S-1 S-11 or such other form under the Securities Act providing for the initial public offering of shares of Common Stock (the an “IPO Registration Statement”), the Company will notify in writing each Holder of the filing before (but no earlier than ten (10) Business Days before) or within five (5) Business Days after the initial proposed filing and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder. Each Holder desiring to include in the any such IPO Registration Statement all or part of the Registrable Shares then held by such Holder shall, within twenty (20) days after receipt delivery of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereofStatement. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will not affect the inclusion of such Registrable Shares in the Shelf Registration Statement unless and until such Registrable Shares have been sold under the IPO Registration Statement; provided, however, that at such time of sale, the Company shall have the right to remove from the Shelf Registration Statement the Registrable Shares sold pursuant to the IPO Registration Statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hatteras Financial Corp), Registration Rights Agreement (Hatteras Financial Corp)

IPO Registration. If the Company proposes to file with the Commission a registration statement on Form S-1 or such other form under the Securities Act providing for the initial public offering of shares of Common Stock (for the avoidance of doubt, excluding any Shelf Registration Statement) (the “IPO Registration Statement”), the Company will notify in writing each Holder of the filing before (but no earlier than ten (10) Business Days before) or within five (5) Business Days after the initial filing and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder. Each Holder desiring to include in the IPO Registration Statement all or part of the Registrable Shares held by such Holder shall, within twenty (20) 20 days after receipt of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereofStatement. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will not affect the inclusion of such Registrable Shares in the Shelf Registration Statement until such Registrable Shares have been sold under the IPO Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Air Lease Corp)

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IPO Registration. If the Company proposes to file a registration statement Registration Statement on Form S-1 or such other form under the Securities Act providing for the initial public offering of shares of Common Stock (the “IPO Registration Statement”), the Company will notify in writing each Holder of the filing before (but no earlier than ten (10) Business Days before) or within five (5) Business Days after the initial filing and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder. The Company will also concurrently provide FBR with a copy of the notice and any related materials provided to the Holders. Each Holder desiring to include in the IPO Registration Statement all or part of the Registrable Shares held by such Holder shall, within twenty (20) days 10 Business Days after receipt of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereofStatement. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will be binding upon such Holder thereafter except as provided herein and shall not affect the inclusion of such Registrable Shares in the Shelf Registration Statement until such Registrable Shares have been sold under the IPO Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Stonegate Mortgage Corp)

IPO Registration. If the Company proposes to file a, or amend a registration statement on Form S-1 or such other form under the Securities Act providing previously filed, Registration Statement with a Commission, in each case to provide for the initial public offering Initial Offering of shares of Common Stock (the “IPO Registration Statement”), the Company will notify in writing each Holder of the filing before (but no not earlier than ten (10) 10 Business Days before) or within five (5) Business Days after the initial filing of or initial amendment to, as the case may be, the IPO Registration Statement and afford each Holder an opportunity to include in the IPO Registration Statement all or any part of the Registrable Shares then held by such Holder. Each Holder desiring to include in the IPO Registration Statement all or part of the Registrable Shares held by such Holder shall, within twenty (20) 20 days after receipt of the above-described notice from the Company, so notify the Company in writing, and in such notice shall inform the Company of the number of Registrable Shares such Holder wishes to include in the IPO Registration Statement subject to Section 2(d) hereofStatement. Any election by any Holder to include any Registrable Shares in the IPO Registration Statement will not affect the inclusion of such Registrable Shares in the Mandatory Shelf Registration Statement until such Registrable Shares have been sold under the IPO Registration Statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Freehold Properties, Inc.)

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