Common use of Obligations and Rights of the Company Clause in Contracts

Obligations and Rights of the Company. Subject to the other terms of this Agreement, upon its receipt of a Demand Registration Notice, the Company will (A) designate a Demand Registration Statement, in accordance with the definition of such term and this Section 2(d), for the related Demand Underwritten Offering; and (B) use its commercially reasonable efforts to effect such Demand Underwritten Offering in accordance with the reasonable requests set forth in such Demand Registration Notice or the reasonable requests of the Holder(s) of a majority of the Registrable Securities included in such Demand Underwritten Offering (the “Demand Underwritten Offering Majority Holders”) and/or any shareholders requesting to participate in such offering pursuant to any Existing Registration Rights Agreement (the “Other Participating Shareholders”), and cooperate in good faith with the Demand Underwritten Offering Majority Holders and such Other Participating Shareholders in connection therewith. Notwithstanding anything to the contrary in this Agreement, the Company will not be obligated to effect, or take any actions in respect of, any Demand Underwritten Offering (i) at any time prior to the Effectiveness Deadline, (ii) during a Suspension Period or at any time when the securities proposed to be sold pursuant to such Demand Underwritten Offering are subject to any lock-up agreement (including pursuant to a prior Demand Underwritten Offering) that has not been waived or released, (iii) after the Company has already effected one (1) Demand Underwritten Offering pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e), or (iv) after the Company has already effected one (1) Block Trade pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e). The Company will be entitled to rely on the authority of the Demand Underwritten Offering Majority Holders of any Demand Underwritten Offering to act on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering.

Appears in 3 contracts

Samples: Registration Rights Agreement (Greenbrook TMS Inc.), Registration Rights Agreement (Madryn Asset Management, LP), Resale Registration Rights Agreement (Greenbrook TMS Inc.)

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Obligations and Rights of the Company. Subject to the other terms of this Agreement, upon its receipt of a Demand Registration Notice, the Company will (A) designate a Demand Registration Statement, in accordance with the definition of such term and this Section 2(d2(e), for the related Demand Underwritten Offering; and (B) use its commercially reasonable efforts to effect such Demand Underwritten Offering in accordance with the reasonable requests set forth in such Demand Registration Notice or the reasonable requests of the Holder(s) of a majority of the Registrable Securities included in such Demand Underwritten Offering (the “Demand Underwritten Offering Majority Holders”) and/or any shareholders requesting to participate in such offering pursuant to any Existing Registration Rights Agreement (the “Other Participating Shareholders”), and cooperate in good faith with the Demand Underwritten Offering Majority Holders and such Other Participating Shareholders in connection therewith. Notwithstanding anything to the contrary in this Agreement, the Company will not be obligated to effect, or take any actions in respect of, any Demand Underwritten Offering (i) at any time prior to the Effectiveness Deadline, (ii) during a Suspension Period or at any time when the securities proposed to be sold pursuant to such Demand Underwritten Offering are subject to any lock-up agreement (including pursuant to a prior Demand Underwritten Offering) that has not been waived or released, (ii) after the Company has already effected two (2) Demand Underwritten Offerings pursuant to this Agreement, or (iii) after the Company has already effected one two (12) Demand Underwritten Offering Block Trades pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e), or (iv) after the Company has already effected one (1) Block Trade pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e)Agreement. The Company will be entitled to rely on the authority of the Demand Underwritten Offering Majority Holders of any Demand Underwritten Offering to act on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering.

Appears in 2 contracts

Samples: Resale Registration Rights Agreement (Senseonics Holdings, Inc.), Resale Registration Rights Agreement (Senseonics Holdings, Inc.)

Obligations and Rights of the Company. Subject to the other terms of this Agreement, upon its receipt of a Demand Registration Notice, the Company will (A) designate a Demand Registration Statement, in accordance with the definition of such term and this Section 2(d2(e), for the related Demand Underwritten Offering; and (B) use its commercially reasonable efforts to effect such Demand Underwritten Offering in accordance with the reasonable requests set forth in such Demand Registration Notice or the reasonable requests of the Holder(s) of a majority of the Registrable Securities included in such Demand Underwritten Offering (the “Demand Underwritten Offering Majority Holders”) and/or any shareholders requesting to participate in such offering pursuant to any Existing Registration Rights Agreement (the “Other Participating Shareholders”), and cooperate in good faith with the Demand Underwritten Offering Majority Holders and such Other Participating Shareholders in connection therewith. Notwithstanding anything to the contrary in this Agreement, the Company will not be obligated to effect, or take any actions in respect of, any Demand Underwritten Offering (i) at any time prior to the Effectiveness Deadline, (ii) during a Suspension Period or at any time when the securities proposed to be sold pursuant to such Demand Underwritten Offering are subject to any lock-up agreement (including pursuant to a prior Demand Underwritten Offering) that has not been waived or released, (iii) after the Company has already effected one (1) Demand Underwritten Offering pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e)Agreement, or (iv) after the Company has already effected one (1) Block Trade pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e)Agreement. The Company will be entitled to rely on the authority of the Demand Underwritten Offering Majority Holders of any Demand Underwritten Offering to act on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering.

Appears in 1 contract

Samples: Resale Registration Rights Agreement (Greenbrook TMS Inc.)

Obligations and Rights of the Company. Subject to the other terms of this Agreement, upon its receipt of a Demand Registration Notice, the Company will (A) designate a Demand Registration Statement, in accordance with the definition of such term and this Section 2(d), for the related Demand Underwritten Offering; and (B) use its commercially reasonable efforts to effect such Demand Underwritten Offering in accordance with the reasonable requests set forth in such Demand Registration Notice or the reasonable requests of the Holder(s) of a majority of the Registrable Securities included in such Demand Underwritten Offering (the “Demand Underwritten Offering Majority Holders”) and/or any shareholders requesting to participate in such offering pursuant to any Existing Registration Rights Agreement (the “Other Participating Shareholders”), and cooperate in good faith with the Demand Underwritten Offering Majority Holders and such Other Participating Shareholders in connection therewith. Notwithstanding anything to the contrary in this Agreement, the Company will not be obligated to effect, or take any actions in respect of, any Demand Underwritten Offering (i) at any time prior to the Effectiveness Deadline, (ii) during a Suspension Period or at any time when the securities proposed to be sold pursuant to such Demand Underwritten Offering are subject to any lock-up agreement (including pursuant to a prior Demand Underwritten Offering) that has not been waived or released, (iii) after the Company has already effected one (1) Demand Underwritten Offering pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are partiesAgreement, provided that such Holder(s) may be the Shareholders are permitted to participate in such offering pursuant to Section 2(e)) hereto, or (iv) after the Company has already effected one (1) Block Trade pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are partiesother registration rights agreement that the Company has entered into and is currently in effect, provided that such Holder(s) may be the Shareholders are permitted to participate in such offering pursuant to Section 2(e)) hereto. The Company will be entitled to rely on the authority of the Demand Underwritten Offering Majority Holders of any Demand Underwritten Offering to act on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Greenbrook TMS Inc.)

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Obligations and Rights of the Company. Subject to the other terms of this Agreement, upon its receipt of a Demand Registration Notice, the Company will (A) designate a Demand Registration Statement, in accordance with the definition of such term and this Section 2(d2(e), for the related Demand Underwritten Offering; and (B) use its commercially reasonable efforts to effect such Demand Underwritten Offering in accordance with the reasonable requests set forth in such Demand Registration Notice or the reasonable requests of the Holder(s) of a majority of the Registrable Securities included in such Demand Underwritten Offering (the “Demand Underwritten Offering Majority Holders”) and/or any shareholders requesting to participate in such offering pursuant to any Existing Registration Rights Agreement (the “Other Participating Shareholders”), and cooperate in good faith with the Demand Underwritten Offering Majority Holders and such Other Participating Shareholders in connection therewith. Notwithstanding anything to the contrary in this Agreement, the Company will not be obligated to effect, or take any actions in respect of, any Demand Underwritten Offering (i) at any time prior to the Effectiveness Deadline, (ii) during a Suspension Period or at any time when the securities proposed to be sold pursuant to such Demand Underwritten Offering are subject to any lock-up agreement (including pursuant to a prior Demand Underwritten Offering) that has not been waived or released, (iiiii) after the Company has already effected one (1) Demand Underwritten Offering pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e)Agreement, or (iviii) after the Company has already effected one (1) Block Trade pursuant to this Agreement or pursuant to any Existing Registration Rights Agreement to which such Holder(s) are parties, provided that such Holder(s) may be permitted to participate in such offering pursuant to Section 2(e)Agreement. The Company will be entitled to rely on the authority of the Demand Underwritten Offering Majority Holders of any Demand Underwritten Offering to act on behalf of all Holders that have requested any securities to be included in such Demand Underwritten Offering.

Appears in 1 contract

Samples: Resale Registration Rights Agreement (Senseonics Holdings, Inc.)

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