Registration Rights Generally Sample Clauses

Registration Rights Generally. 14 6.1 Definitions.............................................. 14 6.2
Sample 1Sample 2
AutoNDA by SimpleDocs
Registration Rights Generally. The Company covenants and agrees as ----------------------------- follows:
Sample 1Sample 2
Registration Rights Generally. At any time after the first anniversary of this Agreement, Abbott may request ABS to file a Registration Statement registering the resale of the Shares. Within forty-five (45) days following such request, ABS shall prepare and file a Registration Statement on Form S-3 (or such other short form registration statement as is then available) and any related qualification or compliance with respect to all of the Shares so as to permit or facilitate the sale and distribution of all of the Shares. ABS agrees to use reasonable commercial efforts to cause the Registration Statement to be declared effective as soon as practicable after filing, but in any event no later than three (3) business days after any notification by the SEC of its decision not to review the Registration Statement or its determination that it has completed its review of the Registration Statement and will accept an acceleration request. ABS agrees it will not include any securities of ABS other than the Shares and will not permit any other person or entity to include any additional securities in the Registration Statement to be filed pursuant to this SECTION 2.1.
Sample 1Sample 2
Registration Rights Generally. The Company agrees to use its best ----------------------------- efforts to file a registration statement under the Act ("Registration Statement"), covering the Shares within sixty (60) days from the execution of this Agreement.
Sample 1Sample 2
Registration Rights Generally. HMG shall pay all registration expenses in connection with the registration of any Registrable Shares by Xxxx pursuant to Section 6.5 above. HMG shall agree to indemnify Xxxx if any of Xxxx'x Registrable Shares are included in a registration statement pursuant to such Section 6.5 in connection therewith substantially to the same extent as HMG would agree to indemnify any other selling stockholders that are not Affiliates of HMG; if Xxxx participates in a registered offering hereunder, he shall indemnify HMG, each of the underwriters, if any, and their respective officers, directors and control Persons (as such term is defined in Section 15 of the Securities Act or Section 20 of the Exchange Act) solely with respect to information furnished by him for inclusion in any Registration Statement. HMG may require Xxxx, if he gives a Notice of Exercise with respect to any Registrable Shares, as a condition to registration of any Registrable Shares, to furnish HMG such information, which HMG may request in writing, regarding Xxxx, MZCG , Glade and/or the LLC and the distribution of such Registrable Shares as may be required to be included in any registration statement or amendment thereto or disclosed to the National Association of Securities Dealers, Inc. Xxxx hereby agrees that if he participates in any registration as provided herein, he shall be bound by the terms of any lock-up agreement or other covenants requested by the managing underwriter with respect to any such registration and shall agree to complete, execute and deliver any and all questionnaires, powers of attorney, indemnities, underwriting agreements and other documents, instruments and agreements requested by the managing underwriter or otherwise reasonably requested by HMG or any managing underwriter in connection therewith.
Sample 1
Registration Rights Generally. The Registration rights and covenants set forth in Sections 4 through 8 relate primarily to the Registration of securities in the United States. If the Company effects a Qualified IPO in a jurisdiction outside of the United States, the Investors agree for themselves and their transferees that the Company shall not be required to register the Registrable Securities under the Securities Act, but may instead (to the extent available) provide comparable Registration rights and covenants in the jurisdiction in which it made the Qualified IPO.
Sample 1
Registration Rights Generally 
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs

Related to Registration Rights Generally

  • Registration Rights Granted The Company hereby grants registration rights to the Purchaser pursuant to a Registration Rights Agreement dated as of even date herewith between the Company and the Purchaser.

  • Registration Rights No Person has any right to cause the Company or any Subsidiary to effect the registration under the Securities Act of any securities of the Company or any Subsidiary.

  • Registration Rights and Voting Rights Except as required pursuant to the Investor Rights Agreement, the Company is presently not under any obligation, and has not granted any rights, to register under the Securities Act of 1933, as amended (the “Securities Act”), any of the Company’s presently outstanding securities or any of its securities that may hereafter be issued. To the Company’s knowledge, no stockholder of the Company has entered into any agreement with respect to the voting of equity securities of the Company.

  • Additional Registration Rights If Issuer at any time after the exercise of the Option proposes to register any shares of Issuer Common Stock under the Securities Act in connection with an underwritten public offering of such Issuer Common Stock, Issuer will promptly give written notice to Grantee of its intention to do so and, upon the written request of any Selling Stockholder given within 30 days after receipt of any such notice (which request shall specify the number of shares of Issuer Common Stock intended to be included in such underwritten public offering by the Selling Stockholder), Issuer will cause all such shares for which a Selling Stockholder requests participation in such registration to be so registered and included in such underwritten public offering; provided, however, that Issuer may elect to not cause any such shares to be so registered (i) if in the reasonable good faith opinion of the underwriters for such offering, the inclusion of all such shares by the Selling Stockholder would materially interfere with the marketing of such offering (in which case Issuer shall register as many shares as possible without materially interfering with the marketing of the offering), or (ii) in the case of a registration solely to implement an employee benefit plan or a registration filed on Form S-4 of the Securities Act or any successor Form. If some but not all the shares of Issuer Common Stock with respect to which Issuer shall have received requests for registration pursuant to this Section 10(b) shall be excluded from such registration, Issuer shall make appropriate allocation of shares to be registered among the Selling Stockholders desiring to register their shares pro rata in the proportion that the number of shares requested to be registered by each such Selling Stockholder bears to the total number of shares requested to be registered by all such Selling Stockholders then desiring to have Issuer Common Stock registered for sale.

  • Registration Rights; Rights of Participation Except as set forth on Schedule 6(b) to the Registration Rights Agreement, the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied. Except as set forth on Schedule 6(b) to the Registration Rights Agreement, no Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Transaction Documents.

  • No Registration Rights No person has the right to require the Company or any of its subsidiaries to register any securities for sale under the Securities Act by reason of the filing of the Registration Statement with the Commission or the issuance and sale of the Securities.

  • Termination of Registration Rights A Holder’s registration rights as to any securities held by such Holder (and its Affiliates, partners, members and former members) shall not be available unless such securities are Registrable Securities.

  • Registration Rights Agreement The Company and the Initial Shareholders have entered into a registration rights agreement (the “Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby the parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.

  • AMENDMENT OF REGISTRATION RIGHTS Any provision of this Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of the Company and Investors who hold a majority in interest of the Registrable Securities. Any amendment or waiver effected in accordance with this Section 10 shall be binding upon each Investor and the Company.

  • Registration Rights; Private Sales (a) If the Administrative Agent shall determine to exercise its right to sell any or all of the Collateral pursuant to PARAGRAPH 9 hereof, and if in the opinion of the Administrative Agent it is necessary or advisable to have such Collateral, or that portion thereof to be sold, registered under the provisions of the Security Act of 1933, as amended (the "Securities Act"), the Pledgor will use its best efforts to cause the applicable Issuer or Partnership to (i) execute and deliver, and use its best efforts to cause the directors, officers and representatives of the applicable Issuer or Partnership to execute and deliver, all such instruments and documents, and do or cause to be done all such other acts as may be, in the opinion of the Administrative Agent, necessary or advisable to register such Collateral, or that portion thereof to be sold, under the provisions of the Securities Act, (ii) to use its best efforts to cause the registration statement relating thereto to become effective and to remain effective for a period of one year from the date of the first public offering of such Collateral or that portion thereof to be sold, and (iii) to make all amendments thereto and/or to the related prospectus which, in the opinion of the Administrative Agent, are necessary or advisable, all in conformity with the requirements of the Securities Act and the rules and regulations of the Securities and Exchange Commission applicable thereto. The Pledgor agrees to use its best efforts to cause the applicable Issuer or Partnership to comply with the provisions of the securities or "Blue Sky" laws of any and all jurisdictions which the Administrative Agent shall designate and to make available to its security holders, as soon as practicable, an earnings statement (which need not be audited) which will satisfy the provisions of Section 11(a) of the Securities Act. For the purposes of this SECTION 10.(A), "applicable Issuer or Partnership" shall mean each Issuer or Partnership which is a direct or indirect wholly-owned Subsidiary of the Pledgor. (b) The Pledgor recognizes that the Administrative Agent may be unable to effect a public sale of any or all the Collateral, by reason of certain prohibitions contained in the Securities Act and applicable state securities laws or otherwise, and may be compelled to resort to one or more private sales thereof to a restricted group of purchasers which will be obliged to agree, among other things, to acquire such securities for their own account for investment and not with a view to the distribution or resale thereof. The Pledgor acknowledges and agrees that any such private sale may result in prices and other terms less favorable than if such sale were a public sale and, notwithstanding such circumstances, agrees that any such private sale shall be deemed to have been made in a commercially reasonable manner. The Administrative Agent shall be under no obligation to delay a sale of any of the Collateral for the period of time necessary to permit the applicable Issuer or Partnership to register such securities for public sale under the Securities Act, or under applicable state securities laws, even if the applicable Issuer or Partnership would agree to do so. (c) The Pledgor further agrees to use its best efforts to do or cause to be done all such other acts as may be necessary to make such sale or sales of all or any portion of the Collateral pursuant to this PARAGRAPH 10 valid and binding and in compliance with any and all other applicable Laws and applicable requirements of the Insurance Regulators. The Pledgor further agrees that a breach of any of the covenants contained in this PARAGRAPH 10 will cause irreparable injury to the Administrative Agent and the Lenders not compensable in damages, that the Administrative Agent and the Lenders have no adequate remedy at law in respect of such breach and, as a consequence, that each and every covenant contained in this PARAGRAPH 10 shall be specifically enforceable against the Pledgor, and the Pledgor hereby waives and agrees not to assert any defenses against an action for specific performance of such covenants except for a defense that no Event of Default has occurred under the Credit Agreement.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!