Limitations on Sale or Distribution of Other Securities. (a) If requested in writing by the Company or the Lead Underwriter, if any, of any registration effected pursuant to Section 3.1 or 3.2, each Holder of Registrable Securities agrees not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the Securities Act, of any Registrable Securities, or of any other equity security of the Company or of any security convertible into or exchangeable or exercisable for any equity security of the Company (other than as part of such underwritten public offering) during the time period reasonably requested by the Lead Underwriter, not to exceed 180 days, and the Company hereby also so agrees (except that the Company may effect any sale or distribution of any such securities pursuant to a registration on such form or similar form(s) solely for registration in connection with an employee benefit plan or dividend reinvestment plan or a merger, amalgamation or consolidation) and agrees to use its reasonable efforts to cause each holder of any equity security or of any security convertible into or exchangeable or exercisable for any equity security of the Company purchased from the Company at any time other than in a public offering so to agree. (b) The Company hereby agrees that if it shall previously have received a request for registration pursuant to Section 3.1 or 3.2, and if such previous registration shall not have been withdrawn or abandoned, the Company shall not, without the prior written consent of the Lead Underwriter of such previous registration, effect any registration of any of its securities under the Securities Act
Appears in 1 contract
Samples: Registration Rights Agreement (Exfo Electro Optical Engineering Inc)
Limitations on Sale or Distribution of Other Securities. (a) If requested in writing by the Company or the Lead Underwritermanaging underwriter, if any, of any registration effected pursuant to Section 3.1 2.1 or 3.22.2, each Holder of Registrable Securities agrees not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the Securities Act, of any Registrable Securities, or of any other equity security of the Company or of any security convertible into or exchangeable or exercisable for any equity security of the Company (other than as part of such underwritten public offering) during the time period reasonably requested by the Lead Underwritermanaging underwriter, not to exceed 180 days, 90 days (and the Company hereby also so agrees (except that the Company may effect any sale or distribution of any such securities pursuant to a registration on such form Form S-4 (if reasonably acceptable to the managing underwriter) or Form S-8, or any successor or similar form(s) solely for registration form which is then in connection with an employee benefit plan or dividend reinvestment plan or a merger, amalgamation or consolidationeffect) and agrees to use its reasonable best efforts to cause each holder of any equity security or of any security convertible into or exchangeable or exercisable for any equity security of the Company purchased from the Company at any time other than in a public offering so to agree).
(b) The Company hereby agrees that if it shall previously have received a request for registration pursuant to Section 3.1 2.1 or 3.22.2, and if such previous registration shall not have been withdrawn or abandoned, the Company shall not, without the prior written consent of the Lead Underwriter of such previous registration, not effect any registration of any of its securities under the Securities ActAct (other than a registration on Form S-4 or Form S-8 or any successor or similar form which is then in effect), whether or not for sale for its own account, until a period of 90 days shall have elapsed from the effective date of such previous registration; and the Company shall so provide in any registration rights agreements hereafter entered into with respect to any of its securities.
Appears in 1 contract
Samples: Registration Rights Agreement (Concentric Network Corp)
Limitations on Sale or Distribution of Other Securities. (a) If To the extent requested in writing by the Company or the Lead Underwritera managing underwriter, if any, of any registration effected pursuant to Section 3.1 or 3.22.1, each Holder of Registrable Securities agrees not to effect any public sale sell, transfer or distributionotherwise dispose of, including any sale pursuant to Rule 144 under the Securities Act, of any Registrable SecuritiesCommon Stock, or of any other equity security of the Company or of any security convertible into or exchangeable or exercisable for any equity security of the Company (other than as part of such underwritten public offering) during the time period reasonably requested by the Lead Underwritermanaging underwriter, not to exceed 180 days, days (and the Company hereby also so agrees (except that the Company may effect any sale or distribution of any such securities pursuant to a registration on such form or similar form(s) solely for registration in connection with an employee benefit plan or dividend reinvestment plan or a merger, amalgamation or consolidation) and agrees to use its reasonable efforts to cause each holder of any equity security or of any security convertible into or exchangeable or exercisable for any equity security of the Company purchased from the Company at any time other than in a public offering so to agree.Form S-4 (if
(b) The Company hereby agrees that that, if it shall previously have received a request for registration pursuant to Section 3.1 2.1, 2.2 or 3.22.3, and if such previous registration shall not have been withdrawn or abandoned, the Company shall notnot sell, without the prior written consent transfer, or otherwise dispose of, any Common Stock, or any other equity security of the Lead Underwriter Company or any security convertible into or exchangeable or exercisable for any equity security of the Company (other than as part of such underwritten public offering, a registration on Form S-4 or Form S-8 or any successor or similar form which is then in effect or upon the conversion, exchange or exercise of any then outstanding Common Stock Equivalent), until a period of 180 days shall have elapsed from the effective date of such previous registration, effect ; and the Company shall so provide in any registration of rights agreements hereafter entered into with respect to any of its securities under the Securities Actsecurities.
Appears in 1 contract
Samples: Registration Rights Agreement (Hollywood Theaters Inc)
Limitations on Sale or Distribution of Other Securities. (a) If requested in writing by the Company or the Lead Underwritermanaging underwriter, if any, of any registration effected pursuant to Section 3.1 2.1 or 3.22.2, each Holder of Registrable Securities agrees not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the Securities Act, of any Registrable Securities, or of any other equity security of the Company or of any security convertible into or exchangeable or exercisable for any equity security of the Company (other than as part of such underwritten public offering) during the time period reasonably requested by the Lead Underwritermanaging underwriter, not to exceed 180 days, days (and the Company hereby also so agrees (except that the Company may effect any sale or distribution of any such securities pursuant to a registration on such form Form S-4 (if reasonably acceptable to the managing underwriter) or Form S-8, or any successor or similar form(s) solely for registration form which is then in connection with an employee benefit plan or dividend reinvestment plan or a merger, amalgamation or consolidationeffect) and agrees to use its reasonable efforts to cause each holder of any equity security or of any security convertible into or exchangeable or exercisable for any equity security of the Company purchased from the Company at any time other than in a public offering so to agree.equity
(b) The Company hereby agrees that if it shall previously have received a request for registration pursuant to Section 3.1 2.1 or 3.22.2, and if such previous registration shall not have been withdrawn or abandoned, the Company shall not, without the prior written consent of the Lead Underwriter managing underwriter of such previous registration, effect any registration of any of its securities under the Securities ActAct (other than a registration on Form S-4 or Form S-8 or any successor or similar form which is then in effect), whether or not for sale for its own account, until a period 180 days shall have elapsed from the effective date of such previous registration; and the Company shall so provide in any registration rights agreements hereafter entered into with respect to any of its securities.
Appears in 1 contract
Samples: Registration Rights Agreement (Polo Ralph Lauren Corp)