Registration Under the Act. (a) The Holder shall have the right to participate in the registration rights granted to purchasers in the Offering pursuant to Article V of those certain Note Purchase Agreements by and between the Company and each such purchaser in the Offering. (b) Until all of the Warrant Shares and any shares of Common Stock issuable thereunder have been sold under a Registration Statement or pursuant to Rule 144(k), so long as the Company’s Common Stock remains registered under the Act, the Company shall use its commercially reasonable efforts to file with the Securities and Exchange Commission all current reports and the information as may be necessary to enable the Holder to effect sales of its shares in reliance upon Rule 144(k) promulgated under the Act. (c) The Holder hereby agrees that in the case of an initial offering of the Common Stock to the public pursuant to an effective registration statement under the Securities Act (the “IPO”), the Holder will not, without the prior written consent of the Company, offer, pledge, sell, contract to sell, grant any option for the sale of, or otherwise dispose of, directly or indirectly, any shares of Common Stock issuable upon the conversion or exercise of this Warrant for a period of up to 180 days from the effective date of the registration statement relating to the IPO and that the Holder will enter into an agreement with the Company or managing underwriter of the IPO to that effect.
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Samples: Warrant Agreement (Ventrus Biosciences Inc), Warrant Agreement (Iaso Pharma Inc)
Registration Under the Act. (a) The Holder shall have the right to participate in the registration rights granted to purchasers in the Offering pursuant to Article V of those certain Note Purchase Agreements by and between the Company and each such purchaser in the Offering.
(b) Until all of the Warrant Shares and any shares of Common Stock issuable thereunder have been sold under a Registration Statement or pursuant to Rule 144(k), so long as the Company’s Common Stock remains registered under the Act, the Company shall use its commercially reasonable efforts to file with the Securities and Exchange Commission all current reports and the information as may be necessary to enable the Holder to effect sales of its shares in reliance upon Rule 144(k) promulgated under the Act.
(c) The Holder hereby agrees that in the case of an initial offering of the Common Stock to the public pursuant to an effective registration statement under the Securities Act (the “IPO”), the Holder will not, without the prior written consent of the Company, offer, pledge, sell, contract to sell, grant any option for the sale of, or otherwise dispose of, directly or indirectly, any shares of Common Stock issuable upon the conversion or exercise of this Warrant for a period of up to 180 days from the effective date of the registration statement relating to the IPO (or such longer period, not to exceed 34 days after the expiration of the 180-day period, as the underwriters or the Company shall request in order to facilitate compliance with NASD Rule 2711 or NYSE Member Rule 472 or any successor or similar rule or regulation) and that the Holder will enter into an agreement with the Company or managing underwriter of the IPO to that effect.
Appears in 2 contracts
Samples: Warrant Agreement (Coronado Biosciences Inc), Warrant Agreement (Coronado Biosciences Inc)
Registration Under the Act. (a) The Holder shall have the right to participate in the registration rights granted to purchasers in the Offering pursuant to Article V of those certain Note Purchase Agreements by and between the Company and each such purchaser in the Offering.
(b) Until all of the Warrant Shares and any shares of Common Stock issuable thereunder have been sold under a Registration Statement or pursuant to Rule 144(k), so long as the Company’s Common Stock remains registered under the Act, the Company shall use its commercially reasonable efforts to file with the Securities and Exchange Commission all current reports and the information as may be necessary to enable the Holder to effect sales of its shares in reliance upon Rule 144(k) promulgated under the Act.
(c) The Holder hereby agrees that in the case of an initial offering of the Common Stock to the public pursuant to an effective registration statement under the Securities Act (the “IPO”), the Holder will not, without the prior written consent of the Company, offer, pledge, sell, contract to sell, grant any option for the sale of, or otherwise dispose of, directly or indirectly, any shares of Common Stock issuable upon the conversion or exercise of this Warrant for a period of up to 180 days from the effective date of the registration statement relating to the IPO (or such longer period, not to exceed 34 days after the expiration of the 180-day period, as the underwriters or the Company shall request in order to facilitate compliance with NASD Rule 2711 or NYSE Member Rule 472 or any successor or similar rule or regulation) and that the Holder will enter into an agreement with the Company or managing underwriter of the IPO to that effect.
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