Common use of Notice of Piggyback Registration Clause in Contracts

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the same information as would be required to be included in a Registration Statement) (each such registration not withdrawn or abandoned prior to the effective date thereof being herein called a “Piggyback Registration”), the Company will give written notice to all Holders of such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 Underwriters’ Maximum 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 at any time during the Term 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 securities (whether for an underwritten public offering or otherwise and whether for the Company or any stockholder of the Company) (other than for Holder(s) pursuant to Section 2.01 or pursuant to registrations a registration statement on Form S-4 or any successor form, on Form S-8 or any successor form relating solely to securities issued pursuant to or comparable forms, or a registration statement filed in connection with an exchange offer or any benefit plan, an offering of securities solely to then-existing shareholders of the Company, 's existing stockholders or otherwise pursuant to a dividend reinvestment plan, an exchange offer stock purchase plan 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”other employee benefit plan), the Company will shall give written notice to all Holders of such proposal the Investor not later than the tenth twenty (10th20) day days prior to the anticipated filing date of the applicable Registration Statement. The Investor shall have the right (a "Piggyback Registration Right") to participate in such Piggyback Registration. Notwithstanding registration on the foregoing, same basis as the planned method of distribution contemplated by the proposed registration by giving the Company a written request to register any or all of the Investor's Registrable Securities of such same class or series in connection with the registration described in such written notice from the Company within five (5) days after such notice has been given by the Company (with such request stating (i) at any time that the Company has an effective Registration Statement, the notice period required amount of Registrable Securities to be included by the preceding sentence shall be four (4) days Investor in such registration and (ii) if any other information that the Company determines reasonably requests be included in its discretion such Registration Statement) (such registration, a "Piggyback Registration"; provided, however, that it is inadvisable to include any Holders’ the number of Registrable Securities the Investor may include in the any single Piggyback Registration after advice from a nationally recognized investment bank (the "Maximum Number" shall not exceed the greater of (i) 400,000 Registrable Securities or (ii) fifty percent (50%) of the number of shares of Common Stock to be sold in such offering by the Company and the Rxxxxxx Family and their Affiliates; and provided further that the Underwriters’ Maximum Number would not be of sufficient size to include any shall never exceed 1,000,000 Registrable Securities. Upon receipt of such request, then no the Company will, subject to the provisions of Section 3(b) below, use its best efforts to cause all such notice under this Section 2.02(a) shall Registrable Securities of such same class or series requested to be requiredincluded in such Piggyback Registration to be so included.