Common use of Piggy-Back Registrations Clause in Contracts

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights.

Appears in 111 contracts

Samples: Registration Rights Agreement (Soligenix, Inc.), Registration Rights Agreement (Elio Motors, Inc.), Registration Rights Agreement (Forex365, Inc.)

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Piggy-Back Registrations. If at any time during the ------------------------ Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights.

Appears in 4 contracts

Samples: Registration Rights Agreement (Questcor Pharmaceuticals Inc), Registration Rights Agreement (Questcor Pharmaceuticals Inc), Registration Rights Agreement (Level 8 Systems Inc)

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option compensation or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registeredregistered to the extent the Company may do so without violating registration rights of others which exist as of the date of this Agreement, subject to customary underwriter cutbacks applicable to all holders of registration rightsrights and subject to obtaining any required consent of any selling stockholder(s) to such inclusion under such registration statement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ventures National Inc), Registration Rights Agreement (Ventures National Inc)

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities (not already covered by an effective Registration Statement) such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rightsrights or as provided in prior registration agreements.

Appears in 2 contracts

Samples: Registration Rights Agreement (Access Integrated Technologies Inc), Registration Rights Agreement (Hollywood Media Corp)

Piggy-Back Registrations. If at any time during after the Effectiveness Period Original Issue Date and through the Expiration Date there is not an effective Registration Statement covering all of the Registrable Securities Warrant Shares and the Company shall determine to prepare and file with the Securities and Exchange Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen twenty (20) days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of the Warrant Shares such Registrable Securities such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights.

Appears in 2 contracts

Samples: Syscan Imaging Inc, Sysview Technology, Inc.

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder requests to be registered, subject to customary underwriter cutbacks applicable (without regard to all holders of whether any other shareholder or the Company is cut back) and subject to any other registration rightsrights granted to third parties by the Company prior to the date hereof.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ultimate Software Group Inc), Registration Rights Agreement (Ultimate Software Group Inc)

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registered, subject subject, in the event of an underwritten offering, to customary cutbacks requested by the managing underwriter cutbacks applicable to of all holders of registration rightsselling stockholders thereunder, on a pro-rata basis with any other selling stockholders.

Appears in 2 contracts

Samples: Registration Rights Agreement (Jawz Inc), Registration Rights Agreement (Silver Ramona Mining Co)

Piggy-Back Registrations. If at any time during the Effectiveness ------------------------ Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights.

Appears in 2 contracts

Samples: Registration Rights Agreement (Act Teleconferencing Inc), Registration Rights Agreement (American Technology Corp /De/)

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Piggy-Back Registrations. If at any time during after the Effectiveness Period earlier to occur of the Effective Date and the Required Effective Date (as defined in the Registration Rights Agreement) there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities 1933 Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act0000 Xxx) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a Buyer written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writingwriting the inclusion in such registration statement all or any portion of their Registrable Securities, then the Company shall include in such registration statement all or any part of such Registrable Securities such Holder requests holder requested to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rightsregistered therein.

Appears in 1 contract

Samples: Securities Purchase Agreement (Stratus Services Group Inc)

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders existing commitments of the Company regarding registration rightsrights which are indicated in SCHEDULE 6(b) hereto.

Appears in 1 contract

Samples: Registration Rights Agreement (Luminant Worldwide Corp)

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights.rights and subject to the consent of any selling stockholder(s) under such registration statement. (F)

Appears in 1 contract

Samples: Registration Rights Agreement (Path 1 Network Technologies Inc)

Piggy-Back Registrations. If at any time during the Effectiveness Period there is not an effective Registration Statement covering all of the Registrable Securities and the Company shall determine to prepare and file with the Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities, other than on Form S-4 or Form S-8 (each as promulgated under the Securities Act) or their then equivalents relating to equity securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with the stock option or other employee benefit plans, then the Company shall send to each Holder a written notice of such determination and, if within fifteen days after the date receipt of such notice, any such Holder shall so request in writing, the Company shall include in such registration statement all or any part of such Registrable Securities such Holder holder requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights. The Company shall have the right to delay, suspend or withdraw any such registration statements effected pursuant to this Section 6(e) without any obligation or liability to any Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Visual Networks Inc)

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