Common use of Notice of Registration Clause in Contracts

Notice of Registration. If at any time or from time to time Company shall determine to register any of its equity securities, either for its own account or the account of a security holder or holders, other than a registration relating solely to employee benefit plans, a registration relating solely to a Commission Rule 145 transaction or a registration not legally available for an offering by Holders, Company will: (a) promptly give to each Holder written notice thereof; and (b) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky laws), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities), by any Holder.

Appears in 3 contracts

Samples: Stock Acquisition Agreement (Trycera Financial, Inc.), Stock Acquisition Agreement (Mezzanine Investment Corp), Stock Acquisition Agreement (Trycera Financial, Inc.)

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Notice of Registration. If at any time or from time to time time, ---------------------- (i) the Company shall determine to register in an underwritten offering any of its equity 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 Commission Rule 145 transaction transaction, or a registration on any registration form that does not legally available for an offering by Holderspermit secondary sales, the Company willshall: (ai) promptly give to each Holder written notice thereof; and, (bii) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made by each Holder received by the Company within 20 days after receipt of the Company mails such written notice from Company and stating notice, subject to the intended method of disposition of such Registrable Securities), by any Holderprovisions below.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Esperion Therapeutics Inc/Mi), Investors' Rights Agreement (Esperion Therapeutics Inc/Mi)

Notice of Registration. If at any time or from time to time time, the Company shall determine to register in an underwritten offering any of its equity 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 Commission Rule 145 transaction transaction, or a registration on any registration form that does not legally available for an offering by Holderspermit secondary sales, the Company willshall: (ai) promptly give to each Holder written notice thereof; and (bii) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made by each Holder received by the Company within 20 days after receipt of the Company mails such written notice from Company and stating notice, subject to the intended method of disposition of such Registrable Securities), by any Holderprovisions below.

Appears in 2 contracts

Samples: Registration Rights Agreement (Oxford Health Plans Inc), Stockholder Rights Agreement (Allos Therapeutics)

Notice of Registration. If at any time or from time to time the Company shall determine to register any of its equity securities, either for its own account or for the account of a security holder or holders, other than (x) a registration relating solely to employee benefit plans, (y) a registration relating solely to a Commission Rule 145 transaction transaction, or (z) a registration not legally available for an offering by Holderspursuant to Section 2.5 or Section 2.7 of this Agreement, the Company will:; (ai) promptly give to each Holder a written notice thereof; and (bii) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 twenty (20) days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any Holder. Such request may specify all or part of a Holder's Registrable Securities.

Appears in 1 contract

Samples: Rights Agreement (Xacct Technologies 1997 LTD)

Notice of Registration. If at any time or from time to time the Company shall determine to register any of its equity 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, (ii) a registration relating solely to a Commission Rule 145 transaction transaction, or (iii) a registration not legally available for an offering by Holderspursuant to Section 3.1 hereof, the Company will: (ai) promptly give to each Holder written notice thereof; and (bii) subject use its best efforts to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 twenty (20) days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any Holder, subject to Section 3.2(b) hereof.

Appears in 1 contract

Samples: Investor Rights Agreement (Eyeonics Inc)

Notice of Registration. If at any time or from time to time the Company shall determine to register any of its equity 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, (ii) a registration relating solely to a Commission Rule 145 transaction transaction, or (iii) a registration not legally available for an offering by Holderspursuant to Section 2.5 hereof, the Company will: (ai) promptly give to each Holder written notice thereof; and (bii) subject to Section 2.2.22.6(b), include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 days after receipt of such written notice from Company and stating is given by the intended method of disposition of such Registrable Securities)Company, by any Holder.

Appears in 1 contract

Samples: Investors Rights Agreement (Launch Media Inc)

Notice of Registration. If at any time or from time to time the Company shall determine to register any of its equity securities, either for its own account or for the account of a security holder or holders, other than (1) a registration relating solely to employee benefit plans, ; (2) a registration relating solely to a Commission Rule 145 transaction transaction; or a (3) any other registration which is not legally available appropriate for an offering by Holdersthe registration for the Registrable Securities for sale to the public, then the Company will: (ai) promptly give to each Holder written notice thereof; and (bii) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 twenty (20) days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Blue Sky Communications Inc)

Notice of Registration. If after the Warrants become exercisable and prior to the end of the Registration Period, at any time or from time to time time, the Company shall determine to register any of its equity securities, either for its own account or the account of a security holder or holders, other than a registration relating solely to employee benefit plans, a registration relating solely to a Commission Rule 145 transaction or a registration not legally available for securities in connection with an offering by Holdersof its securities to the general public for cash on a form which would permit the registration of Registrable Securities, the Company will, subject to the further provisions of this Section 10: (aA) promptly give to each Holder the Holders written notice thereof; and (bB) subject to Section 2.2.2(ii) below, use its best efforts to include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky laws), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 30 days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any Holderthe Holders.

Appears in 1 contract

Samples: Warrant Agreement (Allstar Systems Inc)

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Notice of Registration. If at any time or from time to time the Company shall determine to register any of its equity securities, either for its own account or for the account of a security holder Holder or holders, other than (1) a registration relating solely to employee benefit plans, ; (2) a registration relating solely to a Commission Rule 145 transaction transaction; or a (3) any other registration which is not legally available appropriate for an offering by Holdersthe registration for the Registerable Securities for sale to the public, then the Company will: (ai) promptly give to each Holder written notice thereof; and (bii) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 twenty (20) days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Spintek Gaming Technologies Inc \Ca\)

Notice of Registration. If at any time or from time to time the ---------------------- Company shall determine to register any of its equity 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 Commission transaction subject to Rule 145 transaction or a registration not legally available for an offering by Holdersunder the 1933 Act, the Company will: (a) i. promptly give to each Holder written notice thereof; and (b) ii. subject to Section 2.2.2the provisions of Sections 3b, c, d and e below, include in such registration (and in any related registration, qualification under Blue Sky laws or compliance otherwise being filed or made under applicable blue sky laws), other compliance) and in any underwriting involved therein, therein all the Registrable Securities Shares specified in a written request or requests, requests made within 20 days after receipt of such written notice from the Company and stating the intended method of disposition of such Registrable Securities), by any Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (United International Holdings Inc)

Notice of Registration. If at any time or from time to time the ---------------------- Company shall determine to register any of its equity securities, either for its own account or the account of a security holder or holders, other than (i) in connection with the Company's initial public offering, or (ii) a registration relating solely to employee benefit plans, or (iii) a registration relating solely to a Commission Rule 145 transaction or a registration not legally available for an offering by Holderstransaction, the Company will: (ai) promptly give to each Holder and Founder Holder written notice thereof; and (bii) subject to Section 2.2.2, include in such registration (and in any related registration, qualification or compliance otherwise being filed or made under applicable blue sky lawslaws or other compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any Holder and Founder Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Microtune Inc)

Notice of Registration. If at any time or from time to time the Company shall determine to register file a registration statement under the Securities Act for the general registration of any of its equity securitiessecurities to be sold for cash, either for its own account or the account of a security holder or holders, other than (i) a registration relating solely to stock option or other employee benefit plans, plans or (ii) a registration relating solely to a Commission Rule 145 transaction or a registration not legally available for an offering by Holderstransaction, the Company will: : (aA) promptly give to each Holder the Holders written notice thereof; and and (bB) subject to Section 2.2.2, include in such registration (and in any related registration, qualification under Blue Sky laws or compliance otherwise being filed or made under applicable blue sky lawsother compliance), and in any underwriting involved therein, all the Registrable Securities specified in a written request or requests, made within 20 twenty (20) days after receipt of such written notice from Company and stating the intended method of disposition of such Registrable Securities)Company, by any the Holder, subject to the terms of Section 4(b).

Appears in 1 contract

Samples: Employment Agreement (Remedytemp Inc)

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