Common use of Notice of Piggyback Registration and Inclusion of Registrable Securities Clause in Contracts

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, but excluding any registration solely in connection with an employee benefit or stock ownership plan) 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 fifteen (15) days after delivery of such written notice from the Company.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Sonendo, Inc.), Investors’ Rights Agreement (Sonendo, Inc.)

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Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event the Company decides to Register register any of its Common Stock (either for its own account or the account of a security holder or holdersholder), but excluding any other than pursuant to a Registration Statement which exclusively relates to the registration solely in connection with of securities under an employee stock option, purchase, bonus or other benefit or stock ownership plan) on a form that would be suitable , then for a Registration involving solely Registrable Securitiesso long as the Subscriber holds Shares, the Company will: (i1) promptly give each Holder the Subscriber 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 (ii2) include in such Registration registration (and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Registrable Securities Shares specified in a written request delivered to the Company by any Holder the Subscriber within fifteen (15) 10 days after delivery of such written notice from the Company.

Appears in 2 contracts

Samples: Subscription Agreement (Biozone Pharmaceuticals, Inc.), Subscription Agreement (Biozone Pharmaceuticals, Inc.)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in In the event the Company decides to Register any of its Common Stock (either other than pursuant to a registration on Form S-4 or S-8 or any successor forms), for its own account or the account of for cash in a security holder or holders, but excluding any registration solely in connection with an employee benefit or stock ownership plan) firm commitment underwritten offering on a form that would be suitable for a Registration registration involving solely Registrable Securities, the Company willshall: (i) promptly promptly, but in any event within 10 days of such decision, 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 blue sky or other state securities laws) and (ii) include in such Registration (and any related qualification under Blue Sky 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 fifteen (15) 20 days after delivery of such written notice from the CompanyCompany of the proposed Registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Baxter International Inc), Registration Rights Agreement (Nexell Therapeutics Inc)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event if the Company decides to Register any of its Common Stock (either for its own account or the account of a security holder or holders, but excluding any holders exercising their respective demand registration solely in connection with an employee benefit rights other than pursuant to Sections 2.1 or stock ownership plan2.2) on a form that would be suitable for a Registration registration involving solely Registrable Securities, the Company will: (ia) 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 (iib) 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 fifteen (15) 10 days after delivery of such written notice from the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Phenomix CORP)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event if the Company decides to Register any of its Common Stock Shares (either for its own account or the account of a security holder or holders, but excluding any registration solely anyone other than an Investor) in connection with an employee benefit or stock ownership plan) on a form that would be suitable public offering of such Common Shares solely for cash (other than a registration in a Rule 145 transaction, pursuant to a Registration involving on Form F-4, or an offering solely Registrable Securitiesto employees), the Company will: shall (ia) 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 those Common Shares under the applicable Blue Sky Laws or other state securities lawsLaws) and (iib) include in such that Registration (and any related qualification under Blue Sky laws Laws or other compliance), and in any underwriting involved therein, all of the Registrable Securities specified in a written request delivered to the Company by any Holder within fifteen (15) 15 business days after delivery of such the written notice from the Company, subject to Section 5.2 hereof.

Appears in 1 contract

Samples: Investor Rights Agreement (Tivo Inc)

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Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event the Company decides to Register (defined below) any of its Common Stock (either for its own account or the account of a security holder or holders, but excluding any holders exercising their respective demand registration solely in connection with an employee benefit or stock ownership planrights) on a form that would be suitable for a Registration registration involving solely Registrable SecuritiesSecurities (defined below), the Company company at its sole cost and expense will: (i) promptly give each Holder Grantee written notice thereof (which notice 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 registrable Securities specified in a written request delivered to the Company by any Holder Grantee within fifteen (15) days after delivery of such written notice from the Company.

Appears in 1 contract

Samples: Security Pledge Agreement (Jreck Subs Group Inc)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in on or after the event date that is six months from the date of this Agreement, if the Company decides to Register any of its shares of Common Stock (either for its own account or the account of a security holder or holders, but excluding any holders exercising their respective demand registration solely in connection with an employee benefit or stock ownership planrights) on a form that would be suitable for a Registration involving solely Registrable Securities, the Company will: (ia) promptly give each Holder the Investors written notice thereof (which shall will include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky blue sky or other state securities laws) and (iib) include in such Registration (and any related qualification under Blue Sky blue sky laws or other compliance), and in any underwriting involved therein, all of the Registrable Securities specified in a written request delivered to the Company by any Holder an Investor within fifteen (15) 20 days after delivery of such written notice from the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (New Source Energy Corp)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event if the Company decides to Register any of its Common Stock Ordinary Shares (either for its own account or the account of a security holder or holdersholders exercising their respective demand registration rights, but excluding any registration solely in connection with an employee benefit or stock ownership planother than Holders exercising their demand rights pursuant to Section 7 hereof) on a form that would be suitable for a Registration involving solely Registrable Securities, the Company willshall: (ia) 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 those securities under the applicable Blue Sky or other state securities laws) ); and (iib) include in such that 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 fifteen (15) 20 days after delivery of such the written notice from the Company.

Appears in 1 contract

Samples: Shareholders Agreement (China Digital TV Holding Co., Ltd.)

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