“Market Stand-Off” Agreement; Agreement to Furnish Information. The Investor and each Holder hereby agree that the Investor and/or Holder shall not sell, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale with respect to, any Common Stock (or other securities of the Company) held by the Investor or Holder (other than those included in the registration) for a period specified by the representatives of the underwriters of Common Stock (or other securities of the Company) not to exceed ten (10) days prior and ninety (90) days following any registered sale by the Company in which the Company gave the Investor an opportunity to participate; provided that all executive officers and directors of the Company enter into similar agreements and only if such Persons remain subject thereto (and are not released from such agreement) for such period. The Investor and each Holder agree to execute and deliver such other agreements as may be reasonably requested by the Company or the representatives of the underwriters which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested by the Company or the representative of the underwriters of Common Stock (or other securities of the Company), the Investor and each Holder shall provide, within ten (10) days of such request, such information as may be required by the Company or such representative in connection with the completion of any public offering of the Company’s securities pursuant to a registration statement filed under the Securities Act in which the Investor or such Holder participates.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Morgan Stanley), Registration Rights Agreement (Morgan Stanley), Registration Rights Agreement (Mitsubishi Ufj Financial Group Inc)
“Market Stand-Off” Agreement; Agreement to Furnish Information. (a) The Investor and each Holder hereby agree agrees that the Investor and/or Holder shall it will not sell, transfer, make any short sale of, grant any option for the purchase of, or enter into any new hedging or similar transaction with the same economic effect as a sale with respect to, any Common Stock (or other securities of the Company) held by the Investor or Holder (other than those included in the registration) for a period specified by the representatives of the book-running managing underwriters of Common Stock (or other securities of the CompanyCompany convertible into Common Stock) not to exceed ten (10) days prior and ninety (90) days following any registered public sale of securities by the Company in which the Company gave the Investor an opportunity to participateparticipate in accordance with Section 3; provided that all executive officers and directors of the Company enter into similar agreements and only if as long as such Persons remain subject thereto to such agreement (and are not fully released from such agreement) for such period. The Investor and each Holder agree agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the representatives of the underwriters which are consistent with the foregoing or which are necessary to give further effect thereto. .
(b) In addition, if requested by the Company or the representative of the book-running managing underwriters of Common Stock (or other securities of the CompanyCompany convertible into Common Stock), the Investor and each Holder shall provide, within ten (10) days of such request, provide such information regarding the Investor and its respective Registrable Securities as may be reasonably required by the Company or such representative of the book-running managing underwriters in connection with the filing of a registration statement and the completion of any public offering of the Company’s securities Registrable Securities pursuant to a registration statement filed under the Securities Act in which the Investor or such Holder participatesthis Agreement.
Appears in 2 contracts
Samples: Registration Rights Agreement (Accretive Health, Inc.), Registration Rights Agreement (Accretive Health, Inc.)
“Market Stand-Off” Agreement; Agreement to Furnish Information. The (a) Each Investor and each Holder hereby agree agrees that the Investor and/or Holder shall it will not sell, transfer, make any short sale of, grant any option for the purchase of, or enter into any new hedging or similar transaction with the same economic effect as a sale with respect to, any Common Stock (or other securities of the Company) held by such the Investor or Holder (other than those included in the registration) for a period specified by the representatives of the book-running managing underwriters of Common Stock (or other securities of the CompanyCompany convertible into Common Stock) not to exceed ten (10) days prior and ninety (90) days following any registered public sale of securities by the Company in which the Company gave the such Investor an opportunity to participateparticipate in accordance with Section 3; provided that all executive officers and directors of the Company enter into similar agreements and only if as long as such Persons remain subject thereto to such agreement (and are not fully released from such agreement) for such period. The Each Investor and each Holder agree agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the representatives of the underwriters which are consistent with the foregoing or which are necessary to give further effect thereto. .
(b) In addition, if requested by the Company or the representative of the book-running managing underwriters of Common Stock (or other securities of the CompanyCompany convertible into Common Stock), the each Investor shall provide such information regarding such Investor and each Holder shall provide, within ten (10) days of such request, such information its respective Registrable Securities as may be reasonably required by the Company or such representative of the book-running managing underwriters in connection with the filing of a registration statement and the completion of any public offering of the Company’s securities Registrable Securities pursuant to a registration statement filed under the Securities Act in which the Investor or such Holder participatesthis Agreement.
Appears in 1 contract
“Market Stand-Off” Agreement; Agreement to Furnish Information. The Investor and each Holder hereby agree agree:
(a) that the Investor and/or Holder shall not sell, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale with respect to, to any Common Stock (common equity or other equity-related securities of the Company) Company held by the Investor or Holder (other than those included in the registration) for a period specified by the representatives of the underwriters of Common Stock (the common equity or other equity-related securities of the Company) not to exceed ten (10) days prior and ninety (90) days following any registered sale by the Company in which the Company gave the Investor an opportunity to participate; provided provided, that all executive officers and directors of the Company enter into similar agreements and only if such Persons remain subject thereto (and are not released from such agreement) for such period. The Investor and each Holder agree ;
(b) to execute and deliver such other agreements as may be reasonably requested by the Company or the representatives of the underwriters which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, ; and
(c) if requested by the Company or the representative of the underwriters of Common Stock (or other securities of the Company), the each Investor and each Holder shall provide, within ten (10) days of such request, such information as may be required by the Company or such representative in connection with the completion of any public offering of the Company’s securities pursuant to a registration statement filed under the Securities Act in which the Investor or such and/or Holder participates; provided, that clauses (a) and (b) of this Section 2.09 shall not apply to any Investor or Holder or that, together with its affiliates, is the beneficial owner of less than 5% of the outstanding Common Stock.
Appears in 1 contract
“Market Stand-Off” Agreement; Agreement to Furnish Information. The Investor and each Holder hereby agree that the Investor and/or Holder shall not sell, transfer, make any short sale of, grant any option for the purchase of, or enter into any hedging or similar transaction with the same economic effect as a sale with respect to, any Common Stock Shares (or other securities of the Company) held by the Investor or Holder (other than those included in the registration) for a period specified by the representatives of the underwriters of Common Stock Shares (or other securities of the Company) not to exceed ten (10) days prior and ninety (90) days following any registered sale by the Company in which the Company gave the Investor an opportunity to participate; provided that all executive officers and directors of the Company enter into similar agreements and only if such Persons remain subject thereto (and are not released from such agreement) for such period. The Demanding Investor and each Holder agree to execute and deliver such other agreements as may be reasonably requested by the Company or the representatives of the underwriters which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested by the Company or the representative of the underwriters of Common Stock Shares (or other securities of the Company), the Demanding Investor and each Holder shall provide, within ten (10) days of such request, such information as may be required by the Company or such representative in connection with the completion of any public offering of the Company’s securities pursuant to a registration statement filed under the Securities Act in which the Demanding Investor or such Holder participates.
Appears in 1 contract