Purchaser Registration Sample Clauses

Purchaser Registration. If the Purchaser Parent proposes to register (including, for this purpose, a registration effected by the Purchaser Parent for shareholders other than the Seller, but excluding any registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 of the Securities Act (as defined below) is applicable, or a Registration Statement on Form X-0, X-0 or any successor form thereto or another form not available for registering the shares of Parent Common Shares for sale to the public) any shares of Parent Common Stock under the Securities Act, the Purchaser Parent shall, at such time, promptly give the Seller notice of such registration. Upon the request of the Seller given within twenty (20) days after such notice is given by the Purchaser Parent, and as long as the Seller owns any Parent Common Shares, the Purchaser Parent shall cause to be registered the number of the Parent Common Shares owned by the Seller in proportion (as nearly as practicable) to the number of restricted Shares owned by each holder to be included in such registration. The Purchaser Parent shall have the right to terminate or withdraw any registration initiated by it under this Section before the effective date of such registration, whether or not the Seller has elected to include any Parent Common Shares in such registration. The expenses of any registration effected or withdrawn pursuant to this Section shall be borne by the Purchaser Parent.
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Purchaser Registration. (a) If the Purchaser shall determine to register any of its securities, other than a registration relating solely to employee benefit plans, or a registration of securities in a Commission Rule 145 transaction, or a registration on any registration form that does not permit secondary sales, in any case at any time during the period commencing on the Closing Date and ending on the second anniversary of the Closing Date, the Purchaser will: (i) promptly (and no later than seven (7) days prior to the filing of any such registration statement with the Commission) give to each Seller written notice thereof (which shall include, without limitation, a list of the jurisdictions in which the Purchaser intends to attempt to qualify such securities under the applicable blue sky or other state securities laws); and (ii) include in such registration (and any related qualification or registration under additional blue sky laws as reasonably requested by the Sellers), and in any underwriting involved therein, all of the Purchaser Shares specified in a written request or requests made by any Seller within 15 days after receipt of the written notice from the Purchaser described in clause (i) above, except as set forth in paragraph (b) of this Section 3.3. (b) If the registration of which the Purchaser gives notice under paragraph (a) of this Section 3.3 is for a registered public offering involving an underwriting, the Purchaser shall so advise the Sellers as a part of such written notice. In such event the right of any Seller to registration pursuant to this Section 3.3 shall be conditioned upon such Seller's participation in such underwriting and the inclusion of such Seller's Purchaser Shares in the underwriting to the extent provided herein. Each Seller proposing to distribute his Purchaser Shares through such underwriting shall request inclusion of any or all of such Purchaser Shares in such underwriting and shall (together with the Purchaser and any officers or directors of the Purchaser requesting distribution of their securities through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for underwriting by the Purchaser. Notwithstanding any other provision of this Section 3.3, the underwriter may exclude from such registration and underwriting some or all of the Purchaser Shares which would otherwise be underwritten pursuant hereto if the underwriter advises the Purchaser in writing that marketing...
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Purchaser Registration. Dealer agrees that it shall promptly provide written notice to Excelsior-Xxxxxxxxx of the names and addresses of all persons or entities that purchase any Excelsior-Xxxxxxxxx motorcycles from Dealer on such forms as are specified by Excelsior-Xxxxxxxxx from time to time so that Excelsior-Xxxxxxxxx may notify purchasers of Excelsior-Xxxxxxxxx motorcycles and other Products of significant information as required by law or otherwise.
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Purchaser Registration. Dealer acknowledges that in the event that Triumph is required by law or otherwise to notify purchasers of Triumph motorcycles and other Products of significant information (e.g., because of a recall or warranty notice), it is essential that Triumph be able to provide such notifications promptly, and Dealer therefore agrees that it shall promptly provide written notice to Triumph of the names and addresses of all persons or entities that purchase any Triumph Products from Dealer on such customer registration forms as are approved by Triumph from time to time. Dealer shall bear sole responsibility for, and shall be solely liable for, any failure to provide such written notice to Triumph. In furtherance and not in limitation of the indemnification obligations of Dealer set forth in Section 10 of this Agreement, Dealer shall indemnify and hold harmless Triumph and its officers, directors, agents, employees, shareholders, legal representatives, successors and assigns, and each of them, from and against any and all claims, actions and suits, whether groundless or otherwise, and from and against any and all liabilities, judgments, losses, damages, costs, charges, attorneys' fees, and other expenses of every nature, kind and character incurred or suffered by reason of Dealer's failure to promptly provide written notice to Triumph of the names and addresses of all persons or entities that purchase any Triumph Products from Dealer.
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Purchaser Registration. If (but without any obligation to do so) Purchaser proposes to register any of its Common Stock under the Act in connection with the initial public offering of its Common Stock solely for cash, Purchaser shall, at such time, promptly give the Holders written notice of such registration. Upon the request of each Holder of Registrable Securities made within 30 days after mailing of such notice by Purchaser in accordance with Section 3.5, Purchaser shall, subject to the provisions of Section 1.6, cause to be registered under the Act all of the Registrable Securities that such Holder has requested to be registered.
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Purchaser Registration 
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Related to Purchaser Registration

  • USER REGISTRATION You may be required to register with the Site. You agree to keep your password confidential and will be responsible for all use of your account and password. We reserve the right to remove, reclaim, or change a username you select if we determine, in our sole discretion, that such username is inappropriate, obscene, or otherwise objectionable.

  • Voter Registration When designated by the Secretary of State, the Contractor agrees to become a voter registration agency as defined by 17 V.S.A. §2103 (41), and to comply with the requirements of state and federal law pertaining to such agencies.

  • Vendor Registration In order to complete any transaction between a Customer and the Contractor, the Contractor must be registered in MyFloridaMarketPlace.

  • BROKER-DEALER REGISTRATION; FINRA MEMBERSHIP The Dealer Manager is, and during the term of this Agreement will be, (i) duly registered as a broker-dealer pursuant to the provisions of the Exchange Act, (ii) a member in good standing of FINRA, and (iii) a broker or dealer duly registered as such in those states where the Dealer Manager is required to be registered in order to carry out the Offering as contemplated by this Agreement. Each of the Dealer Manager’s employees and representatives has all required licenses and registrations to act under this Agreement. There is no provision in the Dealer Manager’s FINRA membership agreement that would restrict the ability of the Dealer Manager to carry out the Offering as contemplated by this Agreement.

  • SEC Registration The Parties mutually agree to use commercially reasonable efforts to maintain effective registration statements with the Securities and Exchange Commission with respect to the long-term incentive awards to the extent any such registration statement is required by applicable Law.

  • Other Registrations If the Company has previously filed a registration statement with respect to Registrable Securities pursuant to Section 1 or pursuant to this Section 2, and if such previous registration has not been withdrawn or abandoned, the Company shall not file or cause to be effected any other registration of any of its equity securities or securities convertible or exchangeable into or exercisable for its equity securities under the Securities Act (except on Form S-8 or any successor form), whether on its own behalf or at the request of any holder or holders of such securities, until a period of at least 180 days has elapsed from the effective date of such previous registration.

  • Subsequent Registrations Other than pursuant to the Registration Statement, prior to the Effective Date, the Company may not file any registration statement (other than on Form S-8) with the Commission with respect to any securities of the Company.

  • Further Registration Statements Except for a registration statement filed on behalf of the Investor pursuant to Section 2 or Section 3 of this Agreement, and except for an underwritten public offering, the Company will not file any registration statements or amend (in such a manner as to increase the number of shares registered) any already filed registration statement with the Commission or with state regulatory authorities without the consent of the Investor until the expiration of the "Exclusion Period," which shall be defined as the sooner of (i) the date that the Registration Statement shall have been current and available for use in connection with the resale of the Registrable Securities for a period of 180 days, or (ii) until all the Shares have been resold or transferred by the Subscribers pursuant to the Registration Statement or are eligible for immediate unrestricted resale pursuant to Rule 144, without volume limitations.

  • Initial Registration The Company shall file a Registration Statement under the Securities Act promptly, but in any event within thirty (30) days following the Closing, to permit the public resale of all the Registrable Securities held by the Holders from time to time as permitted by Rule 415 under the Securities Act (or any successor or similar provision adopted by the Commission then in effect) (“Rule 415”) on the terms and conditions specified in this subsection 2.1.1 and shall use its commercially reasonable efforts to cause such Registration Statement to be declared effective as soon as practicable after the filing thereof, but in no event later than sixty (60) days following the filing deadline (the “Effectiveness Deadline”); provided, that the Effectiveness Deadline shall be extended to ninety (90) days after the filing deadline if the Registration Statement is reviewed by, and receives comments from, the Commission. The Registration Statement filed with the Commission pursuant to this subsection 2.1.1 shall be a shelf registration statement on Form S-1 (a “Form S-1”) or such other form of registration statement as is then available to effect a registration for resale of such Registrable Securities, covering such Registrable Securities, and shall contain a Prospectus in such form as to permit any Holder to sell such Registrable Securities pursuant to Rule 415 at any time beginning on the effective date for such Registration Statement. A Registration Statement filed pursuant to this subsection 2.1.1 shall provide for the resale pursuant to any method or combination of methods legally available to, and requested by, the Holders. The Company shall use its commercially reasonable efforts to cause a Registration Statement filed pursuant to this subsection 2.1.1 to remain effective, and to be supplemented and amended to the extent necessary to ensure that such Registration Statement is available or, if not available, that another Registration Statement is available, for the resale of all the Registrable Securities held by the Holders until all such Registrable Securities have ceased to be Registrable Securities. As soon as practicable following the effective date of a Registration Statement filed pursuant to this subsection 2.1.1, but in any event within two (2) business days of such date, the Company shall notify the Holders of the effectiveness of such Registration Statement. When effective, a Registration Statement filed pursuant to this subsection 2.1.1 (including the documents incorporated therein by reference) will comply as to form in all material respects with all applicable requirements of the Securities Act and the Exchange Act and will not contain a Misstatement.

  • Incidental Registration (i) Whenever the Company proposes to file a Registration Statement (other than a registration relating solely to the sale of securities to participants in a Company stock or equity compensation plan, a registration relating to a corporate reorganization or other transaction under Rule 145 of the Securities Act, a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Shares, or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered, at any time and from time to time, it will, prior to such filing, give written notice to all Holders of its intention to do so and, upon the written request of a Holder or Holders given within twenty (20) days after the Company provides such notice, the Company shall use its reasonable efforts to cause all Registrable Shares which the Company has been requested by such Holder or Holders to register to be registered under the Securities Act; provided that the Company shall have the right to postpone or withdraw any registration effected pursuant to this Section C without obligation to any Holder other than pursuant to Section E. (ii) In connection with any offering under this Section C involving an underwriting, the Company shall not be required to include any Registrable Shares in such underwriting unless the Holders thereof accept the terms of the underwriting as agreed upon between the Company and the underwriters selected by it, and then only in such quantity, subject to the restrictions set forth below, as will not, in the written opinion of the underwriters, jeopardize the success of the offering by the Company. If in the written opinion of the managing underwriter the registration of all, or part of, the Registrable Shares that the Holders have requested to be included would adversely affect such public offering, then the Company shall be required to include in the underwriting only that number of Registrable Shares that the managing underwriter believes may be sold without causing such adverse effect. If the number of Registrable Shares to be included in the underwriting in accordance with the foregoing is less than the total number of shares which the Holders of Registrable Shares have requested to be included, then the Company may include all securities proposed to be registered by the Company to be sold for its own account; provided, however, that the number of Registrable Shares shall not be reduced unless all other securities of the Company are first excluded from the underwriting (including securities held by employees, officers and directors) and the Holders of Registrable Shares who have requested registration shall participate in the underwriting pro rata based upon their total ownership of shares of Common Stock of the Company. If any Holder would thus be entitled to include more shares than such Holder requested to be registered, the excess shall be allocated among other requesting Holders pro rata based upon their total ownership of Registrable Shares. (iii) All Holders of Registrable Shares proposing to distribute their securities in an offering under this Section C involving an underwriting shall (together with the Company and other shareholders, if any, of securities distributing their shares through such underwriting) enter into an underwriting agreement in customary form with the underwriter or underwriters selected for the underwriting.

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