Common use of Piggyback Procedure Clause in Contracts

Piggyback Procedure. Each Holder of Registrable Securities shall have twenty (20) days from the date of receipt of the Company’s notice referred to in Section 1.4(a) above 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 shall 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 1.4 by giving written notice to the Company of such withdrawal; provided, however, that the Company may ignore a notice of withdrawal made within twenty-four (24) hours of the time the Registration Statement is to become effective. Subject to Section 1.4(d) below, the Company shall use its 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 shall at the same time withdraw or cease proceeding with the registration of all other equity securities originally proposed to be registered. If a registration of which the Company gives notice under this Section 1.4 is for an underwritten offering, then the Company shall so advise the Holders. In such event, the right of any Holder to include such Holder’s Registrable Securities in such registration shall be conditioned upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting to the extent provided herein. All Holders proposing to distribute their Registrable Securities through such underwriting shall enter into an underwriting agreement in customary form with the managing underwriters selected for such underwriting. If any Holder disapproves of the terms of any such underwriting, such Holder may elect to withdraw therefrom by written notice to the Company and the managing underwriters. Any Registrable Securities excluded or withdrawn from such underwriting shall be excluded and withdrawn from the registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Magnachip Semiconductor LLC), Registration Rights Agreement (Magnachip Semiconductor LLC)

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Piggyback Procedure. Each Holder of Registrable Securities shall have twenty five (205) days from the date of receipt of the Company’s notice referred to in Section 1.4(a1.3(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 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 1.4 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 twenty-four (24) 96 hours of the time the Registration Statement is to become effective. Subject to Section 1.4(d1.3(c) below, the Company shall use its 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 shall at the same time withdraw or cease proceeding with the registration of all other equity securities of the same class as the Registrable Securities originally proposed to be registered. If a registration of which , without prejudice, however, to the Company gives notice under this Section 1.4 is for an underwritten offering, then the Company shall so advise the Holders. In such event, the right rights of any Holder to include such Holder’s Registrable Securities in such request that a Demand Registration be effected; and provided, further, that no registration shall be conditioned effected under this provision will relieve the Company from its obligations to effect a Demand Registration upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting a Demand Notice, subject to the extent provided herein. All Holders proposing to distribute their Registrable Securities through such underwriting shall enter into an underwriting agreement express terms and conditions set forth in customary form with the managing underwriters selected for such underwriting. If any Holder disapproves of the terms of any such underwritingthis Agreement, such Holder may elect to withdraw therefrom by written notice to the Company and the managing underwriters. Any Registrable Securities excluded or withdrawn from such underwriting shall be excluded and withdrawn from the registrationincluding Section 1.2(d)(iv).

Appears in 1 contract

Samples: Registration Rights Agreement (AFC Gamma, Inc.)

Piggyback Procedure. Each Piggyback Holder of Registrable Securities shall have twenty thirty (2030) days from the date of receipt of the Company’s notice referred to in Section 1.4(a1.3(a) above to deliver to the Company a written request specifying the number of Registrable Securities or Registrable Preferred, as applicable, such Piggyback Holder intends to sell and such Piggyback Holder’s intended method of disposition. Any Piggyback Holder shall have the right to withdraw such Piggyback Holder’s request for inclusion of such holder’s Registrable Securities or Registrable Preferred in any Registration Statement pursuant to this Section 1.4 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 twenty-four (24) 24 hours of the time the Registration Statement is to become effective. Subject to Section 1.4(d1.3(c) below, the Company shall use its commercially reasonable best efforts to include in such Registration Statement all such Registrable Securities and Registrable Preferred 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 shall at the same time withdraw or cease proceeding with the registration of all other equity securities of the same class as the Registrable Securities originally proposed to be registered. If a registration of which , without prejudice, however, to the Company gives notice under this Section 1.4 is for an underwritten offering, then the Company shall so advise the Holders. In such event, the right rights of any Holder to include such Holder’s Registrable Securities in such request that a registration shall be conditioned effected under a Demand Request; and provided, further, that no registration effected under this provision will relieve the Company from its obligations to effect registration upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting a Demand Request, subject to the extent provided herein. All Holders proposing to distribute their Registrable Securities through such underwriting shall enter into an underwriting agreement express terms and conditions set forth in customary form with the managing underwriters selected for such underwriting. If any Holder disapproves of the terms of any such underwriting, such Holder may elect to withdraw therefrom by written notice to the Company and the managing underwriters. Any Registrable Securities excluded or withdrawn from such underwriting shall be excluded and withdrawn from the registrationthis Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Remy International, Inc.)

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Piggyback Procedure. Each Holder of Registrable Securities shall have twenty five (205) days from the date of receipt of the Company’s notice referred to in Section 1.4(a1.3(a) above to deliver to the Company a written request specifying the number of Registrable Securities such 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 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 1.4 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 twenty-four (24) 96 hours of the time the Registration Statement is to become effective. Subject to Section 1.4(d1.3(c) below, the Company shall use its 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 shall at the same time withdraw or cease proceeding with the registration of all other equity securities of the same class as the Registrable Securities originally proposed to be registered. If a registration of which , without prejudice, however, to the Company gives notice under this Section 1.4 is for an underwritten offering, then the Company shall so advise the Holders. In such event, the right rights of any Holder to include such Holder’s Registrable Securities in such request that a Demand Registration be effected; and provided, further, that no registration shall be conditioned effected under this provision will relieve the Company from its obligations to effect a Demand Registration upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting a Demand Notice, subject to the extent provided herein. All Holders proposing to distribute their Registrable Securities through such underwriting shall enter into an underwriting agreement express terms and conditions set forth in customary form with the managing underwriters selected for such underwriting. If any Holder disapproves of the terms of any such underwritingthis Agreement, such Holder may elect to withdraw therefrom by written notice to the Company and the managing underwriters. Any Registrable Securities excluded or withdrawn from such underwriting shall be excluded and withdrawn from the registrationincluding Section 1.2(d)(iv).

Appears in 1 contract

Samples: Registration Rights Agreement (Chicago Atlantic Real Estate Finance, Inc.)

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