Common use of Notice; Piggyback Registration Clause in Contracts

Notice; Piggyback Registration. Subject to the provisions of this Agreement, if the Company proposes to file a registration statement under the Securities Act with respect to an offering of any equity securities by the Company for its own account or for the account of any of its equity holders (other than a registration statement on Form S-4 or Form S-8, or any substitute form that may be adopted by the SEC, or any registration statement filed in connection with an exchange offer or offering of securities solely to the Company's existing security holders), then the Company shall give written notice of such proposed filing to the Parties (including any Permitted Individual Holder Transferees) as soon as practicable (but in no event less than 30 days before the anticipated effective date of such registration statement), and such notice shall offer such Persons the opportunity to register such number of Registrable Securities as each such Person may request (a "Piggyback Registration"). Subject to Sections 4.2, 4.3, 4.4, 4.5 and 4.6 hereof, the Company shall include in each such Piggyback Registration all Registrable Securities requested to be included in the registration for such offering. Each such holder of Registrable Securities shall be permitted to withdraw all or part of such holder's Registrable Securities from a Piggyback Registration at any time prior to the effective date thereof.

Appears in 2 contracts

Samples: Stockholders Agreement (Wilson Greatbatch Technologies Inc), Stockholders Agreement (Wilson Greatbatch Technologies Inc)

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Notice; Piggyback Registration. Subject to the provisions of this Agreement, if the Company proposes to file a registration statement under the Securities Act with respect to an offering of any equity securities by the Company for its own account or for the account of any of its equity holders (other than a registration statement on Form S-4 or Form S-8, or any substitute form that may be adopted by the SECCommission, or any registration statement filed in connection with an exchange offer or offering of securities solely to the Company's existing security holders), then the Company shall give written notice of such proposed filing to the DLJ Parties (including any Permitted Individual Holder Transferees) as soon as practicable (but in no event less than 30 thirty (30) days before the anticipated effective date of such registration statement), and such notice shall offer such Persons the opportunity to register such number of Registrable Securities Registerable Common Stock as each such Person may request (a "Piggyback Registration"). Subject to Sections 4.23.2, 4.33.3, 4.43.4, 4.5 3.5 and 4.6 3.6 hereof, the Company shall include in each such Piggyback Registration all Registrable Securities Registerable Common Stock requested to be included in the registration for such offering. Each Subject to the terms of any custody agreement, power of attorney or similar agreement entered into by the holder of Registerable Common Stock, each such holder of Registrable Securities Registerable Common Stock shall be permitted to withdraw all or part of such holder's Registrable Securities Registerable Common Stock from a Piggyback Registration at any time prior to the effective date thereof. The DLJ Parties acknowledge and agree that, subject to Section 3.3, the Company may include the Piggyback Securities of other stockholders of the Company in any Piggyback Registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Wilson Greatbatch Technologies Inc)

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Notice; Piggyback Registration. Subject to the provisions of this Agreement, if the Company proposes to file a registration statement under the Securities Act with respect to an offering of any equity securities by the Company for its own account or for the account of any of its equity holders (other than a registration statement on Form S-4 or Form S-8, or any substitute form that may be adopted by the SEC, or any registration statement filed in connection with an exchange offer or offering of securities solely to the Company's existing security holders), then the Company shall give written notice of such proposed filing to the Parties (including any Permitted Individual Management Holder Transferees) as soon as practicable (but in no event less than 30 days before the anticipated effective date of such registration statement), and such notice shall offer such Persons the opportunity to register such number of Registrable Securities as each such Person may request (a "Piggyback Registration"). Subject to Sections 4.2, 4.3, 4.4, 4.5 and 4.6 hereof, the Company shall include in each such Piggyback Registration all Registrable Securities requested to be included in the registration for such offering. Each such holder of Registrable Securities shall be permitted to withdraw all or part of such holder's Registrable Securities from a Piggyback Registration at any time prior to the effective date thereof.

Appears in 1 contract

Samples: Management Stockholders Agreement (Wilson Greatbatch Technologies Inc)

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