Notice of Piggyback Registration Sample Clauses

Notice of Piggyback Registration. If the Company proposes to register any of its equity securities under the Securities Act either for the Company’s own account or for the account of any of its stockholders (other than for Holder(s) pursuant to Section 2.01 or pursuant to registrations on Form S-4 or any successor form, on Form S-8 or any successor form relating solely to securities issued pursuant to any benefit plan, an offering of securities solely to then-existing stockholders of the Company, a dividend reinvestment plan, an exchange offer or a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to be included in a Registration Statement) (each such registration not withdrawn or abandoned prior to the effective date thereof being herein called a “Piggyback Registration”), the Company will give written notice to all Holders of such proposal not later than the twentieth (20th) day prior to the anticipated filing date of such Piggyback Registration.
AutoNDA by SimpleDocs
Notice of Piggyback Registration and Inclusion of Registrable ------------------------------------------------------------- Securities. Subject to the terms of this Agreement, in the event the Company ---------- decides to Register any of its Common Stock (either for its own account or the account of a security holder or holders exercising their respective demand registration rights) on a form that would be suitable for a registration involving solely Registrable Securities, the Company will: (i) promptly give each Holder written notice thereof which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky or other state securities laws) and (ii) include in such Registration and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request delivered to the Company by any Holder within twenty (20) days after delivery of such written notice from the Company.
Notice of Piggyback Registration. Subject to the exceptions and limitations contained herein, if, at any time or from time-to-time, the Company shall Register any of its securities, either for its own account or for the account of a security holder or holders (other than a Registration relating solely to a transaction described in Rule 145 under the Securities Act, a Registration on Form S-8, or an initial public offering) the Company will: (i) promptly give the Holder written notice thereof (which notice shall include a list of jurisdictions in which the Company intends to attempt to qualify such securities under applicable Blue Sky or other state securities laws), and (ii) include in such Registration (and any related registration and/or qualification under the applicable Blue Sky or other state securities laws), and in any Underwritten Offering pursuant to such Registration, all Registrable Securities specified in a written request or requests delivered to the Company by the Holder within twenty (20) days after receipt of such written notice from the Company by the Holder.
Notice of Piggyback Registration. Subject to the exceptions and limitations contained herein, if, at any time or from time-to-time, the Company shall Register any of its securities, either for its own account or the account of a security holder or holders other than (i) a Registration relating solely to employee benefit plans, or (ii) a Registration relating solely to a transaction described in Rule 145 under the Securities Act, the Company will: (i) promptly give to each Holder written notice thereof (which notice shall include a list of jurisdictions in which the Company intends to attempt to qualify such securities under applicable Blue Sky or other state securities laws), and (ii) include in such Registration (and any related registration and/or qualification under the applicable Blue Sky or other state securities laws), and in any Underwritten Offering pursuant to such Registration, all Registrable Securities specified in a written request or requests delivered to the Company by any Holder within twenty (20) days after receipt of such written notice from the Company by such Holder.
Notice of Piggyback Registration. Each request delivered pursuant to Section 2.2 shall: (i) specify the amount of Registrable Securities intended to be offered and sold by each of the Holders; and (ii) contain the undertaking of the Holders to provide all such information and materials and take all such action as may be required in order to permit the Company to comply with all applicable requirements of the Securities Act, the SEC and state securities and "blue sky" laws and to obtain acceleration of the effective date of the Registration Statement.
Notice of Piggyback Registration. If the Company proposes to register the offer and sale of any of its equity securities under the Securities Act either for the Company’s own account or for the account of any of its shareholders (other than for Holder(s) pursuant to Section 2.01 or pursuant to registrations on Form S-4 or any successor form, on Form S-8 or any successor form relating solely to securities issued pursuant to any benefit plan, an offering of securities solely to then-existing shareholders of the Company, a dividend reinvestment plan, an exchange offer or a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to be included in a Registration Statement) (each such registration not withdrawn or abandoned prior to the effective date thereof being herein called a “Piggyback Registration”), the Company will give written notice to all Holders of such proposal not later than the tenth (10th) day prior to the anticipated filing date of such Piggyback Registration. Notwithstanding the foregoing, (i) at any time that the Company has an effective Registration Statement, the notice period required by the preceding sentence shall be four (4) days and (ii) if the Company determines in its discretion that it is inadvisable to include any Holders’ Registrable Securities in the Piggyback Registration after advice from a nationally recognized investment bank that the UnderwritersMaximum Number would not be of sufficient size to include any Registrable Securities, then no such notice under this Section 2.02(a) shall be required.
Notice of Piggyback Registration. If the Company proposes to register any of its equity securities under the Securities Act either for the Company’s own account or for the account of any of its stockholders (other than (A) securities to be issued solely in connection with any acquisition of or business combination with any entity or business, (B) securities issuable solely upon the exercise of stock options, (C) securities issuable solely pursuant to employee benefit plans, (D) securities issuable in connection with an exchange offer, (E) a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to be included in a Registration Statement, or (F) for Initiating Holder(s) pursuant to Section 2.01 hereof entitled to participate in a registration) (each such registration not withdrawn or abandoned prior to the effective date thereof being herein called a “Piggyback Registration”), the Company will give written notice to all Holders of such proposal not later than the earlier to occur of (i) the seventh (7th) Business Day following the receipt by the Company of notice of exercise of any registration rights by any Persons, and (ii) the fifteenth (15th) Business Day prior to the anticipated filing date of such Piggyback Registration.
AutoNDA by SimpleDocs
Notice of Piggyback Registration. If (and on each occasion that) the Company proposes to register any of its securities under the Securities Act either for the Company’s own account or for the account of any of its stockholders (other than (A) securities to be issued solely in connection with any acquisition of or business combination with any entity or business, (B) securities issuable solely upon the exercise of stock options, (C) securities issuable solely pursuant to employee benefit plans, or (D) for Holders pursuant to Section 2.01 or 2.02 hereof entitled to participate in a registration) (each such registration not withdrawn or abandoned prior to the effective date thereof being herein called a “Piggyback Registration”), the Company will give written notice to all Holders of such proposal not later than the earlier to occur of (A) the 10th day following the receipt by the Company of notice of exercise of any registration rights by any Persons, and (B) the 20th day prior to the anticipated filing date of such Piggyback Registration.
Notice of Piggyback Registration to all Holders of its intention to do so and of such Holders' rights under this SECTION 3, which Notice of Piggyback Registration shall include a description of the intended method of disposition of such securities. If any Holder delivers a Request for Registration to the Company within fifteen (15) days after such Holder receives a Notice of Piggyback Registration, the Company will use its best efforts to include in the registration statement relating to such Piggyback Registration all Registrable Securities which the Company has been so requested to register. Notwithstanding the foregoing, if, at any time after giving a Notice of Piggyback Registration and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register or to delay registration of such securities, the Company may, at its election, give written notice of such determination to each Holder and, thereupon, (i) in the case of a determination not to register, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith), without prejudice, however, to the rights of any Requesting Holder entitled to do so to demand that such registration be effected as a Demand Registration under SECTION 2, and (ii) in the case of a determination to delay registering, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities. Subject to the provisions of SECTION 2(f), no registration effected under this SECTION 3 shall relieve the Company of its obligations to effect a Demand Registration under SECTION 2.
Notice of Piggyback Registration. Effective as of the Effective Date, if the Company shall determine to register any of its securities in connection with the public offering of such securities, whether or not for sale for its own account, other than on Form S-8, that would permit the registration of the Registrable Securities, the Company shall promptly give to each Holder written notice of such registration (a “Piggyback Registration”), which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicableblue sky” or other state securities laws. Upon the written request of any Holder or Holders, given within thirty (30) days after receipt by such written notice, the Company shall, subject to the limits contained in Section 2.3, use its commercially reasonable efforts to cause all such Registrable Securities of said requesting Holder to be registered under the Securities Act (and any related qualification under “blue sky” laws or other compliance), all to the extent required to permit such sale or other disposition of said Registrable Securities. The Company shall have the right to withdraw or cease to prepare or file any registration statement for any offering referred to in this Article 2 without any obligation or liability to any Holder.
Time is Money Join Law Insider Premium to draft better contracts faster.