Common use of Piggyback Registrations Clause in Contracts

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 76 contracts

Samples: Investor Rights Agreement (Udemy, Inc.), Investor Rights Agreement (Udemy, Inc.), Investor Rights Agreement (Marqeta, Inc.)

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Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 17 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement, Investor Rights Agreement

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 13 contracts

Samples: Investor Rights Agreement (First Responder Systems & Technology Inc.), Investor Rights Agreement (Ipass Inc), Investor Rights Agreement (Requisite Technology Inc /Co)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 12 contracts

Samples: Registration Rights Agreement (Metagenomi, Inc.), Investor Rights Agreement (DiCE MOLECULES HOLDINGS, LLC), Investor Rights Agreement (DiCE MOLECULES HOLDINGS, LLC)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3.3 or Section 3.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) days Business Days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 12 contracts

Samples: Shareholder Agreement (Yuanbao Inc.), Shareholder Agreement (ForU Worldwide Inc.), Shareholder Agreement (ForU Worldwide Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 10 contracts

Samples: Investors’ Rights Agreement (Splunk Inc), Investors’ Rights Agreement (Carbonite Inc), Investors’ Rights Agreement (Leadis Technology Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 9 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement, Investor Rights Agreement (Trevena Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 8 contracts

Samples: Investor Rights Agreement (Informax Inc), Investor Rights Agreement (Corillian Corp), Investor Rights Agreement (Interactive Network Inc /Ca)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 8 contracts

Samples: Shareholders Agreement (Ambrx Biopharma Inc.), Shareholder Agreement (Kanzhun LTD), Shareholder Agreement (Kanzhun LTD)

Piggyback Registrations. The (a) If, at any time, the Company shall notify all Holders proposes or is required to register any of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement its equity securities under the Securities Act (other than a registration statement on Form S-8 or Form S-4, or their successors, or any other form for purposes a similar limited purpose, or any registration statement covering only securities proposed to be issued in exchange for securities or assets of a public offering another corporation), whether for its own account or the account of securities other security holders, the Company shall give prompt written notice of its intention to do so to each of the Holders of Registrable Securities. Upon the written request of any Holder, made within 15 days following the receipt of any such written notice (which request shall specify the maximum number of Registrable Securities intended to be disposed of by such Holder and the intended method of distribution thereof), the Company (includingshall use, but not limited to, registration statements relating subject to secondary offerings of securities of the Company, but excluding Special Registration StatementsSections 2(b) and will afford each such Holder an opportunity 2(d) hereof, its best efforts to include in such registration statement cause all or part of such Registrable Securities, the Holders of which have so requested the registration thereof, to be registered under the Securities held Act (with the securities which the Company at the time proposes to register) to permit the sale or other disposition by such Holder. Each Holder desiring to include the Holders (in any such registration statement all or any part accordance with the intended method of distribution thereof) of the Registrable Securities held by it shall, within fifteen (15) days after to be so registered. There is no limitation on the above-described notice from number of such piggyback registrations pursuant to the Company, so notify preceding sentence which the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not is obligated to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth hereineffect.

Appears in 8 contracts

Samples: Registration Rights Agreement (Dermisonics, Inc), Registration Rights Agreement (Dermisonics, Inc), Registration Rights Agreement (Dermisonics, Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.3, below, or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 7 contracts

Samples: Warrant Agreement (China Intelligent Lighting & Electronics, Inc.), Warrant Agreement (China Shenghuo Pharmaceutical Holdings Inc), Warrant Agreement (China Century Dragon Media, Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 7 contracts

Samples: Shareholder Agreement (Meili Inc.), Shareholder Agreement (Pintec Technology Holdings LTD), Shareholder Agreement (Pintec Technology Holdings LTD)

Piggyback Registrations. 3.1 The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2 or Section 3 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 6 contracts

Samples: Shareholder Agreement (Burning Rock Biotech LTD), Shareholder Agreement (Burning Rock Biotech LTD), Shareholder Agreement (Burning Rock Biotech LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3.3 or Section 3.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 6 contracts

Samples: Investors' Rights Agreement, Investors' Rights Agreement (Jupai Holdings LTD), Investors' Rights Agreement (Jupai Holdings LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Samples: Investor Rights Agreement (Docent Inc), Investor Rights Agreement (Docent Inc), Investor Rights Agreement (Mp3 Com Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Samples: Shareholder Agreement (17 Education & Technology Group Inc.), Shareholder Agreement (Lizhi Inc.), Shareholder Agreement (Lizhi Inc.)

Piggyback Registrations. The Company shall will notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shallwill, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall will state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall will nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Samples: Investor Rights Agreement (Akcea Therapeutics, Inc.), Investor Rights Agreement (Regulus Therapeutics Inc.), Founding Investor Rights Agreement (Regulus Therapeutics Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Samples: Investor Rights Agreement (Orbimed Advisors LLC), Investor Rights Agreement (Relypsa Inc), Investor Rights Agreement (Relypsa Inc)

Piggyback Registrations. 3.1 The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2 or Section 4 of this Schedule 1 or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Samples: Investor Rights Agreement (Tencent Holdings LTD), Investor Rights Agreement (JD.com, Inc.), Investor Rights Agreement (Bitauto Holdings LTD)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization or other Rule 145 transaction, an offer and will sale of debt securities, or a registration on any registration form that does not permit secondary sales), and shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Shareholder Agreements (Le Gaga Holdings LTD), Series a Preferred Share Purchase Agreement (Le Gaga Holdings LTD), Share Subscription Agreement (Le Gaga Holdings LTD)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities 1933 Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements on Form S-8 or S-4 or relating solely to any employee benefit plan or an acquisition of any entity or business) and will afford each such Holder Holders, subject to the terms and conditions set forth herein, an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities then held by it Holders. Holders shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by a Holder wishes to include in such Holderregistration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such the Holder shall nevertheless continue to have the right to include any Registrable Securities not included in such registration statement in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Registration Rights Agreement (Pearson Inc), Registration Rights Agreement (Marketwatch Com Inc), Registration Rights Agreement (Marketwatch Com Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities the Investor in writing at least fifteen thirty (1530) days prior to the filing of any registration statement Registration Statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements including Registration Statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) Statements filed in connection with the IPO, under Section 2.2 of this Agreement or relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder the Investor an opportunity to include in such registration statement Registration Statement all or any part of such the Registrable Securities then held by such Holderthe Investor to the extent provided herein. Each Holder desiring If the Investor desires to include in any such registration statement Registration Statement all or any part of the Registrable Securities held by it, it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, Company so notify the Company in writing. Such writing and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by the Investor wishes to include in such HolderRegistration Statement. If a Holder the Investor decides not to include all of its Registrable Securities in any registration statement Registration Statement thereafter filed by the Company, such Holder the Investor shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Registration Rights Agreement (Tarena International, Inc.), Registration Rights Agreement (Zhaopin LTD), Registration Rights Agreement (Zhaopin LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Shareholder Agreement, Shareholder Agreement (Cninsure Inc.), Shareholders Agreement (Cninsure Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) calendar days prior to the filing of any registration statement under the Securities Act for purposes of a public effecting an offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to (i) any employee benefit plan or (ii) a corporate reorganization, merger or acquisition) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen seven (157) calendar days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Registration Rights Agreement (iFresh Inc), Registration Rights Agreement (E-Compass Acquisition Corp.), Registration Rights Agreement (E-Compass Acquisition Corp.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen ten (1510) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen five (155) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Registration Rights Agreement (SB Global Advisers LTD), Registration Rights Agreement (Exscientia LTD), Registration Rights Agreement (Autolus Therapeutics PLC)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to primary and/or secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Procore Technologies, Inc.), Investor Rights Agreement (Procore Technologies, Inc.), Investor Rights Agreement (Pure Storage, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 30 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder, at such Holder’s election. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Trius Therapeutics Inc), Investor Rights Agreement (Trius Therapeutics Inc)

Piggyback Registrations. The If the Company at any time proposes for any reason to register Primary Shares or Other Shares under the Securities Act (other than (a) a rights offering, (b) a registration on Form S-4 or Form S-8 promulgated under the Securities Act or any successor forms thereto, or (c) in connection with the Company's Initial Public Offering), the Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such HolderHolder on the same terms and conditions as the other shares participating in the underwriting. Each Holder desiring to include Registrable Securities in any such registration statement all or any part of shall notify the Registrable Securities held by it shall, Company within fifteen twenty (1520) days after delivery of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitiesCompany, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Barrier Therapeutics Inc), Investor Rights Agreement (Barrier Therapeutics Inc), Investor Rights Agreement (Barrier Therapeutics Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 20 days prior to the filing by the Company of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the CompanyCompany for stockholders other than the Holders, but excluding Special Registration Statements) ), and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any such registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any of its Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Inozyme Pharma, Inc.), Investor Rights Agreement (Inozyme Pharma, Inc.), Investor Rights Agreement (Inozyme Pharma, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Corixa Corp), Investors' Rights Agreement (Be Inc), Investors' Rights Agreement (Rouge Wave Software Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or any merger or other corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Stock Purchase and Investor Rights Agreement (At Comm Corp), Stock Purchase and Investor Rights Agreement (Xiox Corp), Stock Purchase and Investor Rights Agreement (Xiox Corp)

Piggyback Registrations. The Without limiting any of the Company’s obligations hereunder or under the Purchase Agreement, if there is not an effective Registration Statement covering all of the Registrable Securities and, after the Public Listing Date, the Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior determine to prepare and file with the filing of any 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 (as promulgated under the Securities Act) or their equivalent relating to securities to be issued in exchange for purposes other securities or equity securities to be issued solely in connection with equity securities issuable in connection with the Company’s option or other employee benefit plans), then the Company shall deliver to the Investor a written notice of a public offering of securities such determination and, if within five days after the date of the delivery of such notice, the Investor shall so request in writing, the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to shall include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the such Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from offer and sale of which the Company, so notify the Investor requests to be registered. The Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to terminate or withdraw any registration statement initiated by it under this clause (d) before the Effective Date of such registration statement, whether or not Investor has elected to include any Registrable Securities in any subsequent such registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth hereinstatement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Oxbridge Acquisition Corp.), Registration Rights Agreement (ReAlpha Asset Management Inc), Registration Rights Agreement (Jet Token Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement statement, and the Company shall cause to be registered, all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any such registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Mirna Therapeutics, Inc.), Investor Rights Agreement (Mirna Therapeutics, Inc.), Investor Rights Agreement (Mirna Therapeutics, Inc.)

Piggyback Registrations. The Company shall notify in writing (the “Piggyback Notice”) all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) (a “Piggyback Registration”) and will afford each such Holder an a reasonable opportunity to include in such registration statement all or part of such Registrable Securities held requested to be registered by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after receipt of the above-described notice from the CompanyPiggyback Notice, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities requested to be registered by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Nexx Systems Inc), Stock Purchase Agreement (Telanetix,Inc), Investor Rights Agreement (National Healthcare Technology Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement statement. under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder and the number of shares of such Holder’s Registrable Securities to be included in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Nimble Storage Inc), Investor Rights Agreement (Nimble Storage Inc)

Piggyback Registrations. The So long as the Stockholders hold Registrable Securities, the Company shall notify all Holders of Registrable Securities the Stockholders in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements(i) registration statements relating to an IPO for which the underwriters have delivered an exclusion notice to the Company as provided in Section 2.3(a), (ii) employee benefit plans or with respect to corporate reorganizations or (iii) other transactions under Rule 145 of the Securities Act, and will afford each such Holder the Stockholders an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holderthe Stockholders. Each Holder desiring If the Stockholders desire to include in any such registration statement all or any part of the Registrable Securities held by it them, the Stockholders shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holderthe Stockholders. If a Holder decides the Stockholders decide not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder the Stockholders shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Stockholders Agreement, Stockholders Agreement (Evolus, Inc.), Stockholders Agreement (Evolus, Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 20 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Iterum Therapeutics LTD), Investor Rights Agreement (Iterum Therapeutics LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.2 or Section 1.4 of this Agreement or to any employee benefit plan or a corporate reorganization or other transaction covered by Rule 145 promulgated under the Securities Act, or a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities,) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such Holder. If a Holder decides not wishes to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.registration

Appears in 3 contracts

Samples: Registration Rights Agreement (Omniture, Inc.), Registration Rights Agreement (Omniture, Inc.), Registration Rights Agreement (Omniture, Inc.)

Piggyback Registrations. The Company shall will notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any demand or Form S-3 registration of the Company’s preferred shareholders or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shallsuch Holder will, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state will inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall will nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Piggyback Registration Rights Agreement (Driveitaway Holdings, Inc.), Piggyback Registration Rights Agreement, Piggyback Registration Rights Agreement (One Stop Systems Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (PROCEPT BioRobotics Corp), Investor Rights Agreement (PROCEPT BioRobotics Corp), Investor Rights Agreement (Prestwick Pharmaceuticals Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.2 or Section 1.4 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Entropic Communications Inc), Registration Rights Agreement (Vendingdata Corp), Investor Rights Agreement (Entropic Communications Inc)

Piggyback Registrations. The Company shall notify in writing all Holders of Registrable Securities in writing at least fifteen (15) 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will shall afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-above- described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Opinion Research Corp), Registration Rights Agreement (LLR Equity Partners Lp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or to any employee benefit plan or a corporate reorganization or other transaction under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method Company of disposition the number of Registrable Securities such Holder wishes to include in such registration statement. The Company shall, subject to Section 2.3(a), use reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, that each such Holder shall nevertheless continue has requested to have the right be registered pursuant to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth hereinthis Section 2.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Handspring Inc), Investors' Rights Agreement (Handspring Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities the Investor in writing at least fifteen (15) 15 business days prior to the filing of any registration statement Registration Statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements Registration Statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder the Investor an opportunity to include in such registration statement Registration Statement all or part of such the Registrable Securities held by it holds, subject to the right of the underwriter to refuse to include the Registrable Securities in any such HolderRegistration Statement. Each Holder desiring If the Investor desires to include in any such registration statement Registration Statement all or any part of the Registrable Securities held by it it, the Investor shall, within fifteen (15) 15 business days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holderthe Investor. If a Holder decides not In the event the Investor desires to include less than all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder Registration Statement it shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (RADIENT PHARMACEUTICALS Corp), Registration Rights Agreement (RADIENT PHARMACEUTICALS Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) days Business Days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Yulong Eco-Materials LTD), Registration Rights Agreement (Yulong Eco-Materials LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) business days prior to the filing of any registration statement under the Securities Act or pursuant to a receipt issued for a final prospectus by the applicable securities commission or regulatory authority in a foreign jurisdiction for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and registration statements proposed to be filed pursuant to Section 2.2 and Section 2.4 hereof) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) business days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method number of disposition shares of the Registrable Securities proposed by such HolderHolder to be included in the registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Infraredx Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities the Investor in writing at least fifteen thirty (1530) days prior to the filing of any registration statement Registration Statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements filed under Section 2.3 of this Agreement or relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder the Holders an opportunity to include in such registration statement Registration Statement all or any part of such the Registrable Securities then held by such Holderthe Holders. Each If any Holder desiring desires to include in any such registration statement all or any part of the Registrable Securities held by it, it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, Company so notify the Company in writing. Such writing and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. The Eligible Holder(s) may give such notice on behalf of all Holders. If a any Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor and Registration Rights Agreement, Investor and Registration Rights Agreement (China Lodging Group, LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.3 of this Agreement or to any employee benefit plan or a corporate reorganization or business combination transaction) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bon Ton Stores Inc), Registration Rights Agreement (Grumbacher M Thomas)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3 or Section 5 of this Schedule 5 or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen (15) 18 days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Shareholder Agreements, Shareholder Agreement (Noah Education Holdings Ltd.)

Piggyback Registrations. The Company shall notify in writing (the “Piggyback Notice”) all Holders of Registrable Securities in writing at least fifteen (15) 20 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) (a “Piggyback Registration”) and will afford each such Holder an a reasonable opportunity to include in such registration statement all or part of such Registrable Securities held requested to be registered by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after receipt of the above-described notice from the CompanyPiggyback Notice, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities requested to be registered by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Roka BioScience, Inc.), Investor Rights Agreement (Roka BioScience, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company solely for cash (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Nurix Therapeutics, Inc.), Investor Rights Agreement (Nurix Therapeutics, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will use its best efforts to afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after delivery of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Digimarc Corp), Investor Rights Agreement (Digimarc Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities CBS in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, Company but excluding Special Registration Statementsregistration statements relating to offerings of securities pursuant to any employee benefit plan or a corporate reorganization) and will afford each such Holder CBS an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderCBS. Each Holder desiring If CBS desires to include in any such registration statement all or any part of the Registrable Securities then held by it it, CBS shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by CBS wishes to include in such Holderregistration statement. If a Holder CBS decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder CBS shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Stockholder Agreement (CBS Corp), Branding and Content Agreement (CBS Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding any Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement statement, other than with respect to a Special Registration Statement, all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Medical Nutrition Inc), Registration Rights Agreement (Gender Sciences Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.may

Appears in 2 contracts

Samples: Investor Rights Agreement (Portola Pharmaceuticals Inc), Investor Rights Agreement (Portola Pharmaceuticals Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen seven (157) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Codexis Inc), Investor Rights Agreement (Codexis Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) other than a registration statement being filed pursuant to a request for registration pursuant to Section 2.2, and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Medallia, Inc.), Investor Rights Agreement (Medallia, Inc.)

Piggyback Registrations. The At any time from and after the earlier of (A) December 31, 2022 or (B) six (6) months after the effective date of the first registration statement filed by the Company under the Securities Act, the Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it (“Piggyback Registration Holders”) shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Metacrine, Inc.), Investor Rights Agreement (Metacrine, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 20 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 20 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Crinetics Pharmaceuticals, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the the 6. Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Marrone Bio Innovations Inc), Investor Rights Agreement (Marrone Bio Innovations Inc)

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Piggyback Registrations. The On or after September 20, 2004, the Company shall be obligated to notify all Holders of Registrable Securities the Holder in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each If the Holder desiring desires to include in any such registration statement all or any part of the Registrable Securities held by it, it shall, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a the Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Lease Termination Agreement (Valentis Inc), Stock Issuance and Restriction Agreement (Valentis Inc)

Piggyback Registrations. The If the Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any files a registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act), the Company shall promptly, following such filing, give each Holder of Registrable Securities written notice of such filing and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investors' Rights Agreement, Investors’ Rights Agreement (Cafepress Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) other than an Excluded Registration, and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such Registration Statement. If a Holder decides not to include all of its Registrable Securities in any registration statement Registration Statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Aqua Metals, Inc.), Investor Rights Agreement (Aqua Metals, Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and registration statements relating to an Initial Offering) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Revance Therapeutics, Inc.), Investor Rights Agreement (Revance Therapeutics, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Syncardia Systems Inc), Registration Rights Agreement (Syncardia Systems Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.1 or Section 2.2 or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) days Business Days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (LexinFintech Holdings Ltd.), Registration Rights Agreement (Pacific Alliance Group LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition 127 Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Macromedia Inc), Agreement and Plan of Reorganization (Macromedia Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Kiwa Bio-Tech Products Group Corp), Stock Purchase Agreement (Kiwa Bio-Tech Products Group Corp)

Piggyback Registrations. The Subject to Section 9 of this Agreement, the Company shall notify all the Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities 1933 Act for purposes of effecting a public offering of securities of the Company (includingother than (i) a registration on Form S-4 or Form S-8, but not limited toor any successor or other forms promulgated for similar purposes, registration statements relating and (ii) demand registrations pursuant to secondary offerings of securities of the Company, but excluding Special Registration StatementsSection 2) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Cinedigm Corp.), Stock Purchase Agreement (Cinedigm Corp.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3.3 or Section 3.5 or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) days Business Days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Shareholder Agreement (Sunlands Online Education Group), Shareholder Agreement (Sunlands Online Education Group)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any such registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Xencor Inc), Investor Rights Agreement (Xencor Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization or other Rule 145 transaction, an offer and will sale of debt securities, or a registration on any registration form that does not permit secondary sales), and shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Shareholder Agreement (NetQin Mobile Inc.), Shareholder Agreement (NetQin Mobile Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or any merger or other corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Proxim Inc /De/), Investor Rights Agreement (Proxim Inc /De/)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a private or public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the CompanyCompany and registration statements demanded by any other Holder, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Branded Media CORP), Registration Rights Agreement (Branded Media CORP)

Piggyback Registrations. The Company shall notify all the Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (The9 LTD), Shareholder Agreements (The9 LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Applied Genetic Technologies Corp), Investor Rights Agreement (Applied Genetic Technologies Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing promptly (and, in any event, at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Perspectum Group PLC), Registration Rights Agreement (Perspectum Group LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Series B Preferred Stock Purchase Agreement (Mercata Inc), Investor Rights Agreement (Mercata Inc)

Piggyback Registrations. The (a) Subject to Section 2.3, the Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Gulfport Energy Corp), Registration Rights Agreement (Gulfport Energy Corp)

Piggyback Registrations. The (a) Subject to Section 2.3, the Company shall notify all Holders of Registrable Securities in writing at least fifteen ten (1510) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Famous Daves of America Inc), Stock Purchase Agreement (Famous Daves of America Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements), which notice shall specify the number and class or classes (or type or types) of securities to be registered, and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen thirty (1530) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Stockholder Agreement (WEB.COM Group, Inc.), Stockholder Agreement (WEB.COM Group, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding registration pursuant to Sections 2.2 and 2.4 and Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (LendingClub Corp), Investor Rights Agreement (LendingClub Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the initial filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state writing and the intended method of disposition Company shall, subject to Section 3.3(a), cause to be registered under the Securities Act all of the Registrable Securities by that each such HolderHolder has requested to be registered. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Vitria Technology Inc)

Piggyback Registrations. The Company shall notify all Holders of ----------------------- Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder, provided, that such notice shall not obligate the Company to file such registration statement. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after receipt of the above-above- described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investors' Rights Agreement (Telocity Delaware Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2 or Section 4 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (NRG Energy Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.2 or Section 1.4 of this Agreement or to any employee benefit plan or a corporate acquisition, merger or reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen (15) days after receipt of the above-above- described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Brown Louis M Jr)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or in connection with any employee benefit plan or merger, tender offer, or other corporate transaction or reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Viewsonic Corp)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating solely to any employee benefit plan or a corporate reorganization or the Company’s Initial Offering) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (China Medical Technologies, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Snowball Com Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or debt securities or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Loudcloud Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing If at least fifteen (15) days prior to the filing of any time Acquiror files a registration statement under the Securities Act Act, other than the shelf registration statement on Form S-3 required by Section 6(b) of this Agreement, for purposes of a public offering of securities of the Company Acquiror (including, but not limited to, registration statements relating to secondary offerings of securities of Acquiror), Acquiror shall notify all Holders in writing at least ten (10) days prior to the Company, but excluding Special Registration Statements) filing of such registration statement and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities Shares held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities Shares held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities Shares by such Holder. If a Holder decides not to include all of its Registrable Securities Shares in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities Shares in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein. Section 3(b) of this Agreement shall not limit or restrict the number of shares each Holder may sell pursuant to a registration statement under this Section 6(c).

Appears in 1 contract

Samples: Registration Rights Agreement (Pixelworks Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or any merger or other corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) business days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Series B Preferred Stock and Warrant Purchase Agreement (Evans & Sutherland Computer Corp)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-above described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Execution Version (JD.com, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (U.S. Auto Parts Network, Inc.)

Piggyback Registrations. (i) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Shareholders Agreement (New Ruipeng Pet Group Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company in which Registrable Securities of such Holders may be registered pursuant to this Section (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and registration statements filed pursuant to Section 2.1 or Section 2.3 hereof) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder, to the extent provided in this Section 2.2. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Jazz Semiconductor Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3.3 or Section 3.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.. (a)

Appears in 1 contract

Samples: Investors’ Rights Agreement

Piggyback Registrations. The Company shall notify all the Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, other than in respect of any registration statements relating statement to secondary offerings be filed pursuant to Section 2 of securities of the Company, but excluding Special Registration Statementsthis Agreement) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.. (a)

Appears in 1 contract

Samples: Registration Rights Agreement (Kaisa Group Holdings Ltd.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company solely for cash (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Femasys Inc)

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