Piggyback Right. Subject to the terms of this paragraph 5, if at any time during the Exercise Period the Company proposes to register shares of Common Stock for public sale in a firm commitment underwriting for its own account under a Form S-0, Xxxx X-0 or Form S-3 registration statement filed with the Securities and Exchange Commission (the "Commission"), the Company will give the Holder notice of such proposed registration at least twenty (20) calendar days prior to the filing of a registration statement. At the written request of the Holder delivered to the Company within seven (7) calendar days after the receipt of the notice from the Company, which request will state the Holder's intent to sell all of the Warrant Shares then owned by the Holder, the Company will use its reasonable efforts to register such Warrant Shares under the same registration statement otherwise being filed by the Company. The Company will use reasonable efforts to cause such registration to become and remain effective so long as the Company keeps such registration effective as to such other Common Stock being sold for the account of the Company. All Warrant Shares registered pursuant to this paragraph 5 must be offered for sale in the public offering by the same underwriter or underwriters that are offering the other shares of the Common Stock being registered. The Company may withdraw the registration statement at any time before it becomes effective or postpone the offering without obligation to or the consent of the Holder.
Piggyback Right. If, at any time prior to the Terminate Date, a registration statement under the Securities Act covering the issuance and resale of the Warrant Shares is not effective, and if at that time the Company proposes to register any of its securities under the Securities Act (other than in connection with a registration on Form S-4 or S-8 or any successor forms) whether for its own account or for the account of any holder or holders of its shares other than the Warrant Shares (any shares of such holder or holders (but not those of the Company and not Warrant Shares) with respect to any registration are referred to herein as, “Other Shares”), the Company shall at each such time give prompt (but not less than thirty (30) days prior to the anticipated effectiveness thereof) written notice to the holders of Warrant Shares of its intention to do so. Upon the written request of any such holder of this Warrant or Registrable Securities made within ten (10) days after the receipt of any such notice (which request shall specify the Registrable Securities intended to be disposed of by such holder), the Company will use its commercially reasonable efforts to effect the registration under the Securities Act of all of the Registrable Securities which the Company has been so requested to register by such holder, to the extent requisite to permit the disposition of the Registrable Securities so to be registered, by inclusion of such Registrable Securities in the registration statement which covers the securities which the Company proposes to register; provided, however, that if, at any time after giving written notice of its intention to register any securities and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason in its sole discretion either to not register, to delay or to withdraw registration of such securities, the Company may, at its election, give written notice of such determination to such holder and, thereupon: (i) in the case of a determination not to register, shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith), (ii) in the case of a determination to delay registration, shall be permitted to delay registering any Registrable Securities for the same period as the delay in registering such other securities (including the Other Shar...
Piggyback Right. (a) If the Corporation at any time proposes to file a Registration Statement or a Canadian Prospectus, whether for its own account or for the account of other security holders or both on each such occasion it will promptly give written notice (the “Piggyback Notice”) to all Holders of outstanding Registrable Securities of its intention to do so.
(b) Upon the written request of any Holder (a “Requesting Holder”) of Registrable Securities received by the Corporation within 20 days after the giving of the Piggyback Notice or within two days if the Piggyback Notice is in relation to a “bought deal”, the Corporation will cause the Registrable Securities requested to be registered and/or qualified by the Requesting Holder or Requesting Holders, as applicable, to be included in the Registration Statement or Canadian Prospectus (or both the Registration Statement and Canadian Prospectus, in the event of a concurrent offering under the 1933 Act and Canadian Securities Laws) proposed to be filed by the Corporation, all to the extent necessary to permit the sale or other disposition by the Requesting Holder or Requesting Holders of such Registrable Securities, and all subject to the limitations set forth in this Article 5.
Piggyback Right. If, at any time, the Company proposes or is required to register any of its common stock under the Act (other than pursuant to registrations on such form or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan) on a registration statement on Form S-1 or Form S-3 or an equivalent general registration form then in effect, the Company shall give prompt written notice of its intention to do so to Holder. Upon the written request of Holder, made within fifteen (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 Holder and the intended method of distribution thereof), the Company, subject to Section (c)(iv), shall use commercially reasonable efforts to cause all such Registrable Securities to be included in the registration statement with the securities that the Company at the time proposes to register to permit the sale or other disposition by the Holder in accordance with the intended method of distribution thereof of the Registrable Securities to be so registered. No registration of Registrable Securities effected under this Section (c) shall relieve the Company of its obligations to effect Demand Registrations under Section (b).
Piggyback Right. Pubco agrees that it shall provide a written notice (the "Pubco Notice") to each of the Vendors at least 30 days prior to taking any steps to file with any securities regulators any documents necessary to qualify for sale any of the Pubco Common Stock for public distribution in any jurisdiction in Canada or the United States of America. Thereafter, should either or both of the Vendors provide written notice to Pubco within 20 days of receiving the Pubco Notice requesting that any Exchangeable Share Consideration already received or which may be received by the Vendor, be qualified in addition to the securities proposed to be qualified by Pubco, Pubco shall take all steps necessary to qualify the Exchangeable Share Consideration for distribution. Should the Vendors choose to have their Exchangeable Share Consideration qualified for sale, they shall pay their proportionate share of any applicable sales commission and shall pay the reasonable incremental costs which may be incurred in preparation of the documents necessary to qualify their securities for public distribution.
Piggyback Right. If, at any time during the two-year period commencing on the date of Closing, Buyer files a registration statement (other than on Form X-0, Xxxx X-0 or other form not permitting "piggyback" of shares, and any successor forms) with the SEC while any Buyer Shares are held by Seller under this Pooling Agreement, Buyer will give all of the then holders of Buyer Shares ("Eligible Holders") at least 20 days' prior written notice of the filing of the registration statement. If requested in writing by Eligible Holders holding not less than a majority of the Buyer Shares within 10 days after receipt of such a notice, Buyer will, one time only, at Buyer' sole expense (other than the fees of legal counsel to the Eligible Holders and underwriting discounts applicable to any Buyer Shares sold), register or qualify all or, at each Eligible Holder's option, any portion, of the Buyer Shares requested by an Eligible Holder with the registration of the other Buyer securities being registered. However, if the underwriter of such an offering determines that inclusion of the Buyer Shares or any part of them in the proposed offering is materially detrimental to the offering and so advises the Eligible Holders, the Buyer Shares will not be registered and the Eligible Holders will be deemed not to have been given notice under this paragraph.
Piggyback Right. If, at any time or from time to time, the Company proposes to file a registration statement under the Securities Act for its own account or for the account of any of its Stockholders, including, but not limited to, a registration statement relating to a secondary offering of securities of the Company, but excluding (A) a registration statement on Form S-4 relating solely to a transaction under Rule 145 of the Securities Act, (B) a registration statement on Form S-1 or S-8 relating to employee stock option or purchase plans, or (C) a registration statement on any successor to such Forms S-0, X-0 and S-8, then the Company shall notify all Stockholders in writing at least thirty (30) days prior to the filing of any such registration and will afford each such Stockholder an opportunity to include in such registration statement all or part of the Common Stock held by such Stockholder. Each Stockholder desiring to include in any such registration statement all or any part of the Common Stock held by him, her or it shall, within twenty (20) days after the above described notice from the Company, so notify the Company in writing. Such notice shall state the number of shares of Common Stock which such Stockholder requests to be included in such registration and the intended method of disposition of the Common Stock by such Stockholder. If a Stockholder decides not to include all of his, her or its Common Stock in any registration statement thereafter filed by the Company, such Stockholder shall nevertheless continue to have the right to include any Common Stock 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. Notwithstanding the foregoing, Common Stock shall not include any securities sold by a Person to the public either pursuant to a registration statement declared effective pursuant to the Securities Act or under Rule 144 promulgated under the Securities Act or sold in a private transaction in which the transferor’s rights under this Section 6(c) are not assigned.
Piggyback Right. If the Corporation at any time (other than pursuant to Article 2) proposes to file a Registration Statement or a Canadian Prospectus, in each case for securities of the same class as any of the Registrable Securities including any securities convertible into securities of the same class as any of the Registrable Securities (but not including any debt or preferred equity securities convertible into any securities of the same class as any of the Registrable Securities and which were issued prior to the filing of such Registration Statement), whether for its own account or for the account of other security holders or both, on each such occasion it will use its reasonable best efforts to give written notice (the "Piggyback Notice") to all Holders of outstanding Registrable Securities of its intention to do so not less than 45 days prior to the expected initial filing, but in no event less than 30 days prior to the initial filing. Upon the written request of any Holder (a "Requesting Holder") of Registrable Securities, received by the Corporation within 30 days after the giving of the Piggyback Notice, the Corporation shall use its reasonable best efforts to cause the Registrable Securities requested to be registered and/or qualified by the Requesting Holder or Requesting Holders, as applicable, to be included in the Registration Statement or Canadian Prospectus (or both the Registration Statement and Canadian Prospectus, in the event of a concurrent offering under the 1933 Act and Canadian Securities Laws) proposed to be filed by the Corporation, all to the extent necessary to permit the sale or other disposition by the Requesting Holder or Requesting Holders of such Registrable Securities.
Piggyback Right. TYC agrees that if it proposes to register (including for this purpose a registration effected by TYC for any of its stockholders) any of its stock or other securities under the Securities .Act of 1933, as Amended (the Act) in connection with a public offering of such securities (other than a registration solely for the sale of securities to participants in a TYC stock plan) TYC shall, at such time, promptly give N-C and Stuberg written xxxxxx of such registration. Upon the written request of either or both N-C and Stuberg within 00 xxxx after mailing of such notice, TYC shall cause to be registered all of the stock in TYC registered in the name of N-C or Stuberg, as the xxxx xay be, together with any shares covered by the options granted under Section 6.04, requested to be registered in such notice or notices. In the event that any underwriter indicates that the number of shares proposed to be sold by all selling stockholders in an excess of the number of shares which may be sold in such offering, N-C and Stuberg shall bx xxxxxled to include all of the shares which they desire to include before shares of any of the selling stockholders are included in such offering. Notwithstanding anything contained herein to the contrary. however, Stuberg and N-C xxxxx to be subject to any "lock up agreement" required by any underwriter in a Public Offering of the Shares, which would restrict his and its rights to dispose of his and its Shares for a period not exceeding the lesser of (i) 180 days, or (ii) the shortest period which the underwriter has required for any of TYC's officers, directors or other stockholders.
Piggyback Right. Subject to the mandatory reduction set forth in paragraph (b) below, if at any time within three years after it acquired the relevant shares Borrower takes the appropriate steps to cause a Public Offering, Borrower shall simultaneously provide for the equal and concurrent registration of all Conversion Stock as part of the Public Offering, whether then held by any Lender or not yet issued. Borrower shall notify the Administrative Agent and each Lender of any such Public Offering as soon as practical after it determines to cause such Public Offering to occur.
