Common use of Piggyback Procedure Clause in Contracts

Piggyback Procedure. Each Holder of Registrable Securities will have 20 days from the date of receipt of the Company’s notice referred to in Section 1.3(a) to deliver to the Company a written request specifying the number of Registrable Securities such Holder intends to sell and such Holder’s intended method of disposition. Any Holder will have the right to withdraw such Holder’s request for inclusion of such holder’s Registrable Securities in any Registration Statement pursuant to this Section 1.3 by giving written notice to the Company of such withdrawal. Subject to Section 1.3(d), the Company will use commercially reasonable efforts to include in such Registration Statement all such Registrable Securities so requested to be included therein; provided, however, that the Company may at any time withdraw or cease proceeding with any such Proposed Registration if it will at the same time withdraw or cease proceeding with the registration of all other shares of Common Stock originally proposed to be registered. If the Proposed Registration by the Company is, in whole or in part, an underwritten public offering of securities of the Company, any request under this Section 1.3(b) will specify that the Registrable Securities be included in the underwriting on the same terms and conditions as the shares, if any, otherwise being sold through underwriters under such registration. If the Company fails to notify Holder or to include Holder’s Registrable Securities in the Proposed Registration as provided in Section 1.3(a) or (b) or the Registrable Securities are excluded under Section 1.3(d), the Company will pay Holder liquidated damages in an amount equal to one percent (1%) of the original principal amount of the indebtedness owed under the Note, for each month or portion thereof that the default continues, subject to the limitations on liquidated damages found in Section 1.2 (a).

Piggyback Procedure. Each Holder of Registrable Securities will shall have 20 fifteen (15) days from the date of receipt of the Company’s notice referred to in Section 1.3(a) above to deliver to the Company a written request specifying the number of Registrable Securities such Piggyback Holder intends to register and sell and in the offering relating to such Piggyback Registration (any Holder so requesting to have any of their Registrable Securities included in the Proposed Registration, a “Piggyback Holder’s intended method of disposition”). Any Piggyback Holder will shall have the right to withdraw such Piggyback Holder’s request for inclusion of such holderHolder’s Registrable Securities in any Registration Statement pursuant to this Section 1.3 by giving written notice to the Company of such withdrawal; provided, however, that the Company may ignore a notice of withdrawal made within 48 hours of the time the Registration Statement is to become effective. Subject to Section 1.3(d)1.3(c) below, the Company will shall use commercially reasonable efforts to include in such Registration Statement all such Registrable Securities so requested to be included thereintherein (subject to any rights under the Existing Stockholders’ Agreement); provided, howeverfurther, that the Company may at any time withdraw or cease proceeding with any such Proposed Registration if it will shall at the same time withdraw or cease proceeding with the registration of all other shares securities of Common Stock the same class as the Registrable Securities originally proposed to be registered. If , without prejudice, however, to the Proposed rights of any Holder to request that a Demand Registration by be effected; and provided, further, that no registration effected under this provision will relieve the Company is, in whole or in part, an underwritten public offering of securities of the Company, any request under this Section 1.3(b) will specify that the Registrable Securities be included in the underwriting on the same terms and conditions as the shares, if any, otherwise being sold through underwriters under such registration. If the Company fails from its obligations to notify Holder or to include Holder’s Registrable Securities in the Proposed effect a Demand Registration as provided in Section 1.3(a) or (b) or the Registrable Securities are excluded under Section 1.3(d), the Company will pay Holder liquidated damages in an amount equal to one percent (1%) of the original principal amount of the indebtedness owed under the Note, for each month or portion thereof that the default continuesupon a Demand Notice, subject to the limitations on liquidated damages found express terms and conditions set forth in Section 1.2 (a)this Agreement.

Piggyback Procedure. Each Holder of Registrable Securities will Major Stockholder shall have 20 seven (7) days from the date of receipt of the CompanyCorporation’s notice referred to in Section 1.3(a) above to deliver to the Company Corporation a written request specifying the number of Registrable Securities such Holder Major Stockholder intends to register and sell and in the offering relating to such Piggyback Registration (any Major Stockholders so requesting to have any of their Registrable Securities included in the Proposed Registration, a “Piggyback Holder’s intended method of disposition”). Any Piggyback Holder will shall have the right to withdraw such Piggyback Holder’s request for inclusion of such holderPiggyback Holder’s Registrable Securities in any Registration Statement pursuant to this Section 1.3 by giving written notice to the Company Corporation of such withdrawal; provided, however, that the Corporation may ignore a notice of withdrawal made within forty-eight (48) hours of the time the Registration Statement is to become effective. Subject to Section 1.3(d)1.3(c) below, the Company will Corporation shall use commercially reasonable efforts to include in such Registration Statement all such Registrable Securities so requested to be included therein; provided, howeverfurther, that the Company Corporation may at any time withdraw or cease proceeding with any such Proposed Registration if it will shall at the same time withdraw or cease proceeding with the registration of all other shares securities of Common Stock the same class as the Registrable Securities originally proposed to be registered. If , without prejudice, however, to the Proposed rights of any Holder to request that a Demand Registration by the Company isbe effected; and provided, in whole or in partfurther, an underwritten public offering of securities of the Company, any request that no registration effected under this Section 1.3(b) provision will specify that relieve the Registrable Securities be included in the underwriting on the same terms and conditions as the shares, if any, otherwise being sold through underwriters under such registration. If the Company fails Corporation from its obligations to notify Holder or to include Holder’s Registrable Securities in the Proposed effect a Demand Registration as provided in Section 1.3(a) or (b) or the Registrable Securities are excluded under Section 1.3(d), the Company will pay Holder liquidated damages in an amount equal to one percent (1%) of the original principal amount of the indebtedness owed under the Note, for each month or portion thereof that the default continuesupon a Demand Notice, subject to the limitations on liquidated damages found express terms and conditions set forth in this Agreement, including Section 1.2 (a1.2(d)(iv).

Piggyback Procedure. Each Holder of Registrable Securities will shall have 20 fifteen (15) days from the date of receipt of the Company’s notice referred to in Section 1.3(a) above to deliver to the Company a written request specifying the number of Registrable Securities such Piggyback Holder intends to register and sell and in the offering relating to such Piggyback Registration (any Holder so requesting to have any of their Registrable Securities included in the Proposed Registration, a “Piggyback Holder’s intended method of disposition”). Any Piggyback Holder will shall have the right to withdraw such Piggyback Holder’s request for inclusion of such holderHolder’s Registrable Securities in any Registration Statement pursuant to this Section 1.3 by giving written notice to the Company of such withdrawal; provided, however, that the Company may ignore a notice of withdrawal made within 48 hours of the time the Registration Statement is to become effective. Subject to Section 1.3(d)1.3(c) below, the Company will shall use commercially reasonable efforts to include in such Registration Statement all such Registrable Securities so requested to be included therein; provided, howeverfurther, that the Company may at any time withdraw or cease proceeding with any such Proposed Registration if it will shall at the same time withdraw or cease proceeding with the registration of all other shares securities of Common Stock the same class as the Registrable Securities originally proposed to be registered. If , without prejudice, however, to the Proposed rights of any Holder to request that a Demand Registration by be effected; and provided, further, that no registration effected under this provision will relieve the Company is, in whole or in part, an underwritten public offering of securities of the Company, any request under this Section 1.3(b) will specify that the Registrable Securities be included in the underwriting on the same terms and conditions as the shares, if any, otherwise being sold through underwriters under such registration. If the Company fails from its obligations to notify Holder or to include Holder’s Registrable Securities in the Proposed effect a Demand Registration as provided in Section 1.3(a) or (b) or the Registrable Securities are excluded under Section 1.3(d), the Company will pay Holder liquidated damages in an amount equal to one percent (1%) of the original principal amount of the indebtedness owed under the Note, for each month or portion thereof that the default continuesupon a Demand Notice, subject to the limitations on liquidated damages found express terms and conditions set forth in Section 1.2 (a)this Agreement.