Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities (except as set forth in Section 3.4 hereof); the Company shall promptly give each Holder written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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, all upon the terms and conditions set forth herein. The Company shall not grant to any other convertible note holder any similar rights in this Section 3.1 superior to those of the Convertible Note Holders, except with the consent of Convertible Note Holders.
Appears in 3 contracts
Samples: Convertible Notes and Warrant Purchase Agreement (Q&K INTERNATIONAL GROUP LTD), Convertible Notes and Warrant Purchase Agreement (Crescent Capital Investments Ltd.), Convertible Notes and Warrant Purchase Agreement (Q&K INTERNATIONAL GROUP LTD)
Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities Securities, in connection with the public offering of such securities (except as set forth in Section 3.4 hereoffor Exempt Registrations); , the Company shall promptly give each Holder written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days Business Days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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, all upon the terms and conditions set forth herein. The Company shall not grant Registration of Registrable Securities pursuant to any other convertible note holder any similar rights in this Section 3.1 superior shall not be deemed to those be a demand registration as described in Section 2.1 above. There shall be no limit on the number of times the Convertible Note Holders, except with the consent Holders may request Registration of Convertible Note HoldersRegistrable Securities under this Section 3.1.
Appears in 3 contracts
Samples: Shareholders Agreement (OneSmart International Education Group LTD), Shareholders Agreement (OneSmart International Education Group LTD), Shareholders Agreement
Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securitiesequity securities, or for the account of any holder (other than a Holder) of Equity Securities equity securities any of such holder’s Equity Securities equity securities, in connection with the public offering of such securities (except as set forth in Section 3.4 hereof3.3(iii) of this Exhibit); , the Company shall promptly give to each Holder (and, if the FF Investor is a Holder, to the FF Beneficial Investor) written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days after delivery of such notice, the Company shall use its best efforts shall, subject to Section 3.3 of this Exhibit, include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities (or if, in accordance with Section 3.3, some or all of its Registrable Securities are not included) in such Registration 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, all upon the terms and conditions set forth herein. The Company shall not grant to any other convertible note holder any similar rights in this Section 3.1 superior to those of the Convertible Note Holders, except with the consent of Convertible Note Holders.
Appears in 2 contracts
Samples: Shareholder Agreement (Tuya Inc.), Shareholder Agreement (Tuya Inc.)
Registration of the Company’s Securities. Subject to Section 3.3, if, at any time after six (6) months after the terms effective date of this Agreementa Qualified IPO of the Company, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities (except as set forth Securities, in Section 3.4 hereof); connection with the public offering of such securities, the Company shall promptly promptly, but in any event no later than fifteen (15) days prior to the initial filing of the applicable Registration Statement, give each Holder written notice of such Registration and, upon Registration. Each Holder desiring to have Registrable Securities registered pursuant to this Section 3.1 shall advise the written request of any Holder given Company in writing within fifteen ten (1510) days after delivery the receipt of such noticenotice from the Company, setting forth the amount of such Registrable Securities for which Registration is requested, and the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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 CompanyCompany with respect to offerings of its securities, all upon the terms and conditions set forth herein. The Company shall not grant to any other convertible note holder any similar rights in this Section 3.1 superior to those of the Convertible Note Holders, except with the consent of Convertible Note Holders.
Appears in 2 contracts
Samples: Investor Rights Agreement (China Mass Media International Advertising Corp.), Investor Rights Agreement (China Mass Media International Advertising Corp.)
Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities Securities, in connection with the IPO of such securities (except as set forth in Section 3.4 hereof); the Company shall promptly give each Holder written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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, all upon the terms and conditions set forth herein. The Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. The Company shall not grant to any other convertible note holder Shareholders any similar rights in this Section 3.1 superior to those of the Convertible Note Holders, except with the consent of Convertible Note Holdersthe Holder(s) holding at least 50% or more of the issued and outstanding Preferred Shares, Class D Ordinary Shares, Class C Ordinary Shares and Class B Ordinary Shares on an as-converted basis.
Appears in 2 contracts
Samples: Shareholder Agreement (Bilibili Inc.), Shareholder Agreements (Bilibili Inc.)
Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities Securities, in connection with the public offering of such securities (except as set forth in Section 3.4 hereoffor Exempt Registrations); , the Company shall promptly give each Holder written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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, all upon the terms and conditions set forth herein. The Company shall not grant Registration pursuant to any other convertible note holder any similar rights in this Section 3.1 superior shall not be deemed to those be a demand registration as described in Section 2.1 or Section 2.2 above. There shall be no limit on the number of times the Convertible Note Holders, except with the consent Holders may request registration of Convertible Note HoldersRegistrable Securities under this Section 3.1.
Appears in 2 contracts
Samples: Shareholder Agreement (Cango Inc.), Shareholders Agreement (Cango Inc.)
Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities Securities, in connection with the public offering of such securities (except as set forth in Section 3.4 hereoffor Exempt Registrations); , the Company shall promptly (and at least thirty (30) days prior to filing any Registration Statement) give each Holder written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days Business Days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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, all upon the terms and conditions set forth herein. The Company Registration of Registrable Securities pursuant to this Section 10.1 shall not grant be deemed to any other convertible note holder any similar rights be a demand registration as described in Section 9.1 above. There shall be no limit on the number of times the Holders may request Registration of Registrable Securities under this Section 3.1 superior to those of the Convertible Note Holders, except with the consent of Convertible Note Holders10.1.
Appears in 1 contract
Registration of the Company’s Securities. Subject to the terms of this AgreementSection 3.3, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities (except as set forth Securities, in Section 3.4 hereof); connection with the public offering of such securities, the Company shall promptly give each Holder and, solely with respect to the initial public offering of the Company, each of The 2004 Trust for Xxxxxx X. Xxxxx’x Descendants, Nakamura FSS LLC and Acorn Composite Corporation (each of which, for the purposes of all Sections hereof other than Sections 2 and 7, in connection with the exercise (if any) of such party’s rights under this Section 3, shall be deemed to be a “Holder”) written notice of such Registration and, upon the written request of any Holder given within fifteen twenty (1520) days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled provided that The 2004 Trust for Xxxxxx X. Xxxxx’x Descendants, Nakamura FSS LLC and Acorn Composite Corporation may only exercise such right with respect to an unlimited number initial public offering of Registrations pursuant to this Section 3.1the Company. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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 CompanyCompany with respect to offerings of its securities, all upon the terms and conditions set forth herein. The Company shall not grant to any other convertible note holder any similar rights in this Section 3.1 superior to those of the Convertible Note Holders, except with the consent of Convertible Note Holders.
Appears in 1 contract
Samples: Investors' Rights Agreement (Acorn International, Inc.)
Registration of the Company’s Securities. Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities Securities, in connection with the IPO of such securities (except as set forth in Section 3.4 hereof); the Company shall promptly give each Holder written notice of such Registration and, upon the written request of any Holder given within fifteen (15) days after delivery of such notice, the Company shall use its best efforts to include in such Registration any Registrable Securities thereby requested to be Registered by such Holder. Without limiting the foregoing, the Holders shall be entitled to an unlimited number of Registrations pursuant to this Section 3.1. If a Holder decides not to include all or any of its Registrable Securities in such Registration 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, all upon the terms and conditions set forth herein. The Company shall not grant to any other convertible note holder Shareholders any similar rights in this Section 3.1 superior to those of the Convertible Note HoldersPreferred Shareholders, except with the consent of Convertible Note HoldersPreferred Shareholders.
Appears in 1 contract
Samples: Shareholder Agreement (Q&K INTERNATIONAL GROUP LTD)