Common use of Other Registration Matters Clause in Contracts

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Securities covered by a Registration Statement referred to in this Section 16 will, upon receipt of any notice from Purchaser of the happening of any event of the kind described in Section 16.3(vi), forthwith discontinue disposition of the Registrable Securities pursuant to the registration statement covering such Registrable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi). (ii) If a registration pursuant to Section 16.1 or 16.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.1, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (ia) Each Participating Stockholder holding shares of Registrable Registerable Securities covered by a Registration Statement referred to in this Section 16 Article XVI will, upon receipt of any notice from Purchaser Founder of the happening of any event of the kind described in Section 16.3(vi16.3(e), forthwith discontinue disposition of the Registrable Registerable Securities pursuant to the registration statement covering such Registrable Registerable Securities until such holder's ’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi16.3(e). (iib) If a registration pursuant to Section 16.1 or Section 16.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ Participating Stockholder agrees, if his its shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Registerable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities (other than as part of such underwritten offering), or to engage in other transactions customarily prohibited by underwriters in lock-up agreements, without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders Participating Stockholder agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.1, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable SecuritiesRegisterable Securities (other than as part of such underwritten offering), or to engage in other transactions customarily prohibited by underwriters in lock-up agreements, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement under the 1933 Act and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date; provided however, if any Participating Stockholder is released from any such transfer restrictions, Partner Company Stockholder shall likewise be released from such transfer restrictions on a proportional basis.

Other Registration Matters. (ia) Each Participating Stockholder holding shares of Registrable Registerable Securities covered by a Registration Statement referred to in this Section 16 Article XVI will, upon receipt of any notice from Purchaser Founder of the happening of any event of the kind described in Section 16.3(vi16.3(e), forthwith discontinue disposition of the Registrable Registerable Securities pursuant to the registration statement covering such Registrable Registerable Securities until such holder's ’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi16.3(e). (iib) If a registration pursuant to Section 16.1 or Section 16.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ Participating Stockholder agrees, if his its shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Registerable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities (other than as part of such underwritten offering), or to engage in other transactions customarily prohibited by underwriters in lock-up agreements, without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders Participating Stockholder agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.1, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable SecuritiesRegisterable Securities (other than as part of such underwritten offering), or to engage in other transactions customarily prohibited by underwriters in lock-up agreements, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement under the 1933 Act and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Securities covered by a Registration Statement referred to in this Section 16 will, upon receipt of any notice from Purchaser of the happening of any event of the kind described in Section 16.3(vi), forthwith discontinue disposition of the Registrable Securities pursuant to the registration statement covering such Registrable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi). (ii) If a registration pursuant to Section 16.1 or 16.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ Stockholder (including his permitted assigns) agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.1, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Securities covered by a Registration Statement referred to in this Section 16 14 will, upon receipt of any notice from Purchaser Parent of the happening of any event of the kind described in Section 16.3(vi14.3(vi), forthwith discontinue disposition of the Registrable Securities pursuant to the registration statement covering such Registrable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi14.3(vi). (ii) If a registration pursuant to Section 16.1 14.1 or 16.2 14.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ Stockholder (including his permitted assigns) agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.114.1, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Registerable Securities covered by a Registration Statement referred to in this Section 16 15 will, upon receipt of any notice from Purchaser of the happening of any event of the kind described in Section 16.3(vi15.3(vi), forthwith discontinue disposition of the Registrable Registerable Securities pursuant to the registration statement covering such Registrable Registerable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi15.3(vi). (ii) If a registration pursuant to Section 16.1 15.1 or 16.2 15.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ Stockholder and ▇▇▇ ▇▇▇▇▇▇▇ agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ its permitted assigns agrees, whether or not his its shares of Registrable Registerable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders Stockholder agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.115.1, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (i) Each Stockholder holding If Sellers have shares of Registrable Securities covered by a Registration Statement referred to in this Section 16 15 will, upon receipt of any notice from Purchaser Parent of the happening of any event of the kind described in Section 16.3(vi15.3(vi), forthwith discontinue disposition of the Registrable Securities pursuant to the registration statement covering such Registrable Securities until such holder's receipt of they receive the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi15.3(vi). (ii) If a registration pursuant to Section 16.1 15.1 or 16.2 15.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ agreesSellers (including their permitted assigns) agree, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his their shares of Registrable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees Sellers agree not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.115.1, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Registerable Securities covered by a Registration Statement referred to in this Section 16 19 will, upon receipt of any notice from Purchaser Parent of the happening of any event of the kind described in Section 16.3(vi19.3(vi), forthwith discontinue disposition of the Registrable Registerable Securities pursuant to the registration statement covering such Registrable Registerable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi19.3(vi). (ii) If a registration pursuant to Section 16.1 19.1 or 16.2 19.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ Stockholder (including his permitted assigns) agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Registerable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.119.1, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Registerable Securities covered by a Registration Statement referred to in this Section 16 18 will, upon receipt of any notice from Purchaser Parent of the happening of any event of the kind described in Section 16.3(vi18.3(vi), forthwith discontinue disposition of the Registrable Registerable Securities pursuant to the registration statement Registration Statement covering such Registrable Registerable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi18.3(vi). (ii) If a registration pursuant to Section 16.1 18.1 or 16.2 18.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ the Stockholders agrees, whether or not his shares of Registrable Registerable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.1, 16.1 of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective dateEffective Date.

Other Registration Matters. (i) Each Stockholder holding shares of Registrable Securities covered by a Registration Statement referred to in this Section 16 will, upon receipt of any notice from Purchaser Parent of the happening of any event of the kind described in Section 16.3(vi), forthwith discontinue disposition of the Registrable Securities pursuant to the registration statement covering such Registrable Securities until such holder's receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi). (ii) If a registration pursuant to Section 16.1 or 16.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ Stockholder (including his permitted assigns) agrees, if his shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities (other than as part of such underwritten offering), without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.1, of any Registrable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Securities, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.

Other Registration Matters. By accepting certificates representing Parent Stock after the Effective Time, each Stockholder will be deemed to have covenanted and agreed with Parent as follows: (i) Each Any Founding Stockholder holding shares of Registrable Registerable Securities covered by a Registration Statement referred to in this Section 16 14 will, upon receipt of any notice from Purchaser Parent of the happening of any event of the kind described in Section 16.3(vi14.3(v), forthwith discontinue disposition of the Registrable Registerable Securities pursuant to the registration statement covering such Registrable Registerable Securities until such holder's ’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 16.3(vi14.3(v). (ii) If a registration pursuant to Section 16.1 14.1 or 16.2 Section 14.2 involves an underwritten offering, each of ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇ the Founding Stockholder agrees, if his its shares of Registrable Securities are included in such registration, and ▇▇▇▇▇▇▇ ▇'▇▇▇▇ agrees, whether or not his shares of Registrable Registerable Securities are included in such registration, not to effect any public sale or distribution, including any sale pursuant to Rule 144 under the 1933 Act, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable Registerable Securities (other than as part of such underwritten offering), or to engage in other transactions customarily prohibited by underwriters in lock-up agreements, without the consent of the managing underwriter, during a period commencing seven calendar days before and ending 180 calendar days (or such lesser number as the managing underwriter shall designate) after the effective date of such registration. Similarly, each of the Stockholders Founding Stockholder agrees not to effect any sale or distribution, including any sale pursuant to the registration rights provided in Section 16.114.1, of any Registrable Registerable Securities, or of any security convertible into or exchangeable or exercisable for any Registrable SecuritiesRegisterable Securities (other than as part of such underwritten offering), or to engage in other transactions customarily prohibited by underwriters in lock-up agreements, without the consent of the managing underwriter of the IPO during a period commencing on the effective date of the Draft Registration Statement under the 1933 Act and ending 365 calendar days (or such lesser number as such managing underwriter shall designate) after such effective date.