Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1: (i) Prior to the earlier of (A) March 22, 2015 or (B) six (6) months following the effective date of the Initial Public Offering; (ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act; (iii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold); or (iv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty (180) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing, in good faith, commercially reasonable efforts to cause such registration statement to become effective.
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Samples: Investors’ Rights Agreement (T2 Biosystems, Inc.), Investors’ Rights Agreement (T2 Biosystems, Inc.), Investors’ Rights Agreement (T2 Biosystems, Inc.)
Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.11.1:
(i) Prior to the earlier of (A) March 22, 2015 or (B) six (6) months following the effective date of the Initial Public Offering;
(ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold); or
(ivii) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty ninety (18090) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing, employing in good faith, faith commercially reasonable efforts to cause such registration statement to become effective;
(iii) During such time as the Company has an effective Shelf Registration Statement (as defined below) available for use by the stockholders; or
(iv) Within six (6) months of the filing of another registration statement pursuant to this Section 1.1.
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Samples: Registration Rights Agreement (Therma Wave Inc), Registration Rights Agreement (Therma Wave Inc), Registration Rights Agreement (Therma Wave Inc)
Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1:
(i) Prior to the earlier of (A) March 22, 2015 the five (5) year anniversary of the date of this Agreement or (B) six (6) months following the effective date of the Company’s Initial Public Offering;
(ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold); or
(iv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty (180) days after the effective date of, a Company-initiated registrationregistration (other than a registration on Form S-4 or S-8 or any successor form); provided that the Company is actively employing, employing in good faith, faith all commercially reasonable efforts to cause such registration statement to become effective.
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Samples: Investors’ Rights Agreement (Adamas Pharmaceuticals Inc), Investors’ Rights Agreement (Adamas Pharmaceuticals Inc)
Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1:
(i) Prior to the earlier two (2) year anniversary of (A) March 22, 2015 or (B) six (6) months following the effective date of the Initial Public Offeringthis Agreement;
(ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iii) After the Company has initiated two one (21) such registrations registration pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold)2.1; or
(iv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty ninety (18090) days after the effective date of, a Company-initiated registrationregistration (or ending on the subsequent date on which all market stand-off agreements applicable to the offering have terminated); provided that the Company is actively employing, employing in good faith, faith commercially reasonable efforts to cause such registration statement to become effective.
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Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1:
(i) Prior to the earlier of (A) March 22, 2015 the four (4) year anniversary of the date of this Agreement or (B) six one hundred eighty (6180) months days following the effective date of the Initial Public Offeringfirst registration statement filed by the Company covering an underwritten offering of any of its securities to the general public;
(ii) If the anticipated aggregate proceeds therefrom are less than $10,000,000;
(iii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iiiiv) After the Company has initiated two three (23) such registrations pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold)2.1; or
(ivv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty (180) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing, employing in good faith, faith commercially reasonable efforts to cause such registration statement to become effective.
Appears in 1 contract
Samples: Investor Rights Agreement (Ambow Education Holding Ltd.)
Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.11.1:
(i) Prior to the earlier of (A) March 22, 2015 or (B) six (6) months following the effective date of the Initial Public Offering;
(ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold); or
(ivii) During the period starting with the date sixty (60) days prior to the Company’s 's good faith estimate of the date of filing of, and ending on a date one hundred eighty ninety (18090) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing, employing in good faith, faith commercially reasonable efforts to cause such registration statement to become effective;
(iii) During such time as the Company has an effective Shelf Registration Statement (as defined below) available for use by the stockholders; or
(iv) Within six (6) months of the filing of another registration statement pursuant to this Section 1.
1. For purposes of this Agreement, "
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Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1:;
(i) Prior to the earlier of (A) March 22, 2015 or (B) six (6) months following after the effective date of the Company’s Initial Public Offering;
(ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (or Section 2.3 ( counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities have been sold); or
(iv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty (180) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing, employing in good faith, faith commercially reasonable efforts to cause such registration statement to become effective.
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Limitations on Requested Registration. The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1:
(i) Prior to the earlier of (A) March 22, 2015 or (B) six (6) months following the effective date of the Initial Public Offering;
(ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act;
(iiiii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (counting for these purposes only registrations which have been declared or ordered effective and pursuant to which securities all Registrable Securities requested to be registered by Xxxxxx have been sold);
(iii) if the Company has effected a registration pursuant to Section 2.1 within the preceding six (6) months, and such registration statement has been declared or ordered effective; or
(iv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date one hundred eighty (180) days after the effective date of, a Company-initiated registration; provided that the Company is actively employing, employing in good faith, commercially reasonable faith best efforts to cause such registration statement to become effective.
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