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.)
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 44 contracts
Samples: Securities Purchase Agreement (Global Epoint Inc), Registration Rights Agreement (Exabyte Corp /De/), Registration Rights Agreement (Global Epoint 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 (15) 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 8 contracts
Samples: Registration Rights Agreement (Avant Immunotherapeutics Inc), Subscription Agreement (Velcera, Inc.), Registration Rights Agreement (Electronic Clearing House 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; PROVIDED, HOWEVER, that, the Company shall not be required to register any Registrable Securities pursuant to this Section 6(e) that are eligible for resale pursuant to Rule 144(k) promulgated under the Securities Act or that are the subject to customary underwriter cutbacks applicable to all holders of registration rightsa then effective Registration Statement.
Appears in 6 contracts
Samples: Registration Rights Agreement (Islandia Lp), Registration Rights Agreement (Relationserve Media Inc), Registration Rights Agreement (Intraop Medical 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 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 Purchaser written notice of such determination andand if, if within fifteen days after the date receipt of such notice, any such Holder Purchaser shall so request in writing, the Company shall include in such registration statement Registration Statement all or any part of such Registrable Securities such Holder Purchaser requests to be registered, subject to customary underwriter cutbacks applicable to all holders of registration rights.
Appears in 4 contracts
Samples: Securities Purchase Agreement (MCF Corp), Securities Purchase Agreement (Pico Holdings Inc /New), Securities Purchase Agreement (uWink, Inc.)
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: Securities Agreement (Sysview Technology, Inc.), Securities Agreement (Syscan Imaging 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 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; provided, that, the Company shall not be required to register any Registrable Securities pursuant to this Section 7(f) that are eligible for resale pursuant to Rule 144(k) promulgated under the Securities Act or that are the subject to customary underwriter cutbacks applicable to all holders of registration rightsa then effective Registration Statement.
Appears in 2 contracts
Samples: Registration Rights Agreement (Markland Technologies Inc), Registration Rights Agreement (Technest Holdings 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; provided, that, the Company shall not be required to register any Registrable Securities pursuant to this SECTION 6(f) that are eligible for resale pursuant to Rule 144(k) promulgated under the Securities Act or that are the subject to customary underwriter cutbacks applicable to all holders of registration rightsa then effective Registration Statement.
Appears in 2 contracts
Samples: Registration Rights Agreement (Markland Technologies Inc), Registration Rights Agreement (Markland 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 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 MergerCo 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 MergerCo 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 MergerCo 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 1 contract
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)
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)