Common use of Notifications Regarding Registration Piggyback Rights Clause in Contracts

Notifications Regarding Registration Piggyback Rights. Any Stockholder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other Stockholders of the number of shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares held by all Stockholders will be included up to the applicable percentage.

Appears in 7 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Repay Holdings Corp), Registration Rights Agreement (Thunder Bridge Acquisition LTD)

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Notifications Regarding Registration Piggyback Rights. Any Stockholder Holder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company IPO Entity and the other Stockholders Holders of the number of shares Shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares Registrable Securities held by all Stockholders Holders will be included up subject to the applicable percentagelimitations described in Section 2.3.

Appears in 4 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Alight Inc. / DE), Registration Rights Agreement (Alight Inc. / DE)

Notifications Regarding Registration Piggyback Rights. Any Stockholder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other Stockholders of the number of shares Shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares Shares held by all Stockholders will be included up to the applicable percentage.

Appears in 4 contracts

Samples: Stockholders Agreement (Mister Car Wash, Inc.), Stockholders Agreement (Mister Car Wash, Inc.), Stockholders Agreement (JOANN Inc.)

Notifications Regarding Registration Piggyback Rights. Any Management Stockholder or Party wishing to exercise its piggyback rights with respect to a non-registration statement that is not a shelf registration statement must notify the Company and the other Stockholders Parent of the number of shares Shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares Shares held by all Stockholders will be included up to the applicable percentage.

Appears in 2 contracts

Samples: Stockholders Agreement (Life Time Group Holdings, Inc.), Stockholders Agreement (Life Time Group Holdings, Inc.)

Notifications Regarding Registration Piggyback Rights. Any Stockholder Holder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company Registrant and the other Stockholders Holders of the number of shares Registrable Securities it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares Registrable Securities held by all Stockholders Holders will be included up subject to the applicable percentagelimitations described in Section 2.3.

Appears in 2 contracts

Samples: Registration Rights Agreement (Finance of America Companies Inc.), Limited Liability Company Agreement (Replay Acquisition Corp.)

Notifications Regarding Registration Piggyback Rights. Any Stockholder Holder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other Stockholders Holders of the number of shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares Registrable Securities held by all Stockholders Holders will be included up subject to the applicable percentagelimitations described in Section 2.3.

Appears in 2 contracts

Samples: Registration Rights Agreement (Catalent, Inc.), Registration Rights Agreement (Catalent, Inc.)

Notifications Regarding Registration Piggyback Rights. Any Stockholder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other Stockholders of the number of shares Shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares held by unless such Shareholder requests the Company to register less than all Stockholders will its Shares in which case such notice must be included up to given at least two business days before the applicable percentagefiling of such shelf registration statement.

Appears in 1 contract

Samples: Registration Rights Agreement (Steinway Musical Instruments Holdings, Inc.)

Notifications Regarding Registration Piggyback Rights. Any Stockholder Holder wishing to exercise its piggyback rights under this Agreement with respect to a non-shelf registration statement must notify the Company and the other Stockholders Holders who hold shares of the number of shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City timetime (subject to Section 3.1), on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares held by all Stockholders will be included up to the applicable percentage.

Appears in 1 contract

Samples: Registration Rights Agreement (Ellington Residential Mortgage REIT)

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Notifications Regarding Registration Piggyback Rights. Any Stockholder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other Stockholders of the number of shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-pre- effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares held by all Stockholders will be included up to the applicable percentage.

Appears in 1 contract

Samples: Registration Rights Agreement

Notifications Regarding Registration Piggyback Rights. Any Sponsor Stockholder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other ORCP Stockholders of the number of shares Shares it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, finalized and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares all Shares held by all the Sponsor Stockholders will be included up to (unless otherwise requested by the applicable percentageORCP Stockholders).

Appears in 1 contract

Samples: Stockholders Agreement (Primo Water Corp /CN/)

Notifications Regarding Registration Piggyback Rights. Any Stockholder Holder wishing to exercise its piggyback rights with respect to a non-shelf registration statement must notify the Company and the other Stockholders Holders of the number of shares Registrable Securities it seeks to have included in such registration statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares Registrable Securities held by all Stockholders Holders will be included up subject to the applicable percentagelimitations described in Section 2.3.

Appears in 1 contract

Samples: Registration Rights Agreement (Priority Technology Holdings, Inc.)

Notifications Regarding Registration Piggyback Rights. Any Stockholder Equityholder wishing to exercise its piggyback rights with respect to a non-shelf registration statement Registration Statement must notify the Company and the other Stockholders Equityholders of the number of shares Registrable Securities it seeks to have included in such registration statementRegistration Statement. Such notice must be given as soon as practicable, but in no event later than 5:00 pm, New York City time, on the second trading day prior to (i) if applicable, the date on which the preliminary prospectus intended to be used in connection with pre-effective marketing efforts for the relevant offering is expected to be finalized, and (ii) in any case, the date on which the pricing of the relevant offering is expected to occur. No such notice is required in connection with a shelf registration statement, as shares held by all Stockholders will be included up to the applicable percentage.

Appears in 1 contract

Samples: Registration Rights Agreement (SeaWorld Entertainment, Inc.)

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