Common use of Request for Registration Clause in Contracts

Request for Registration. (i) Subject to the conditions of this Section 1.2, if the Company shall receive within the five (5) year period commencing 90 days after the effective date of the Initial Offering a written request from the Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i).

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Wintegra Inc), Investors’ Rights Agreement (Wintegra Inc), Investors’ Rights Agreement (Wintegra Inc)

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Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days December 31, 2019 or (ii) 6 months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Anaplan, Inc.), Investors’ Rights Agreement (Anaplan, Inc.), Rights Agreement

Request for Registration. (ia) Subject to the conditions of this Section 1.22.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)40,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.2(a).

Appears in 3 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Natera, Inc.), Investors’ Rights Agreement (Natera, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement, and (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)20,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use its reasonable best efforts to effectto, as soon as practicable, the file a registration statement under the Act with respect to all of all the Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a), and use reasonable best efforts to cause such registration statement to be declared effective by the SEC as soon as practicable.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Sight Sciences, Inc.), Investors’ Rights Agreement (Sight Sciences, Inc.), Investors’ Rights Agreement (Sight Sciences, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days six (6) months after the effective date of the Initial Offering and (ii) three years after January 7, 2010 (which is the date of the first closing under the Purchase Agreement), a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 3 contracts

Samples: Rights Agreement (Violin Memory Inc), Rights Agreement (Violin Memory Inc), Rights Agreement (Violin Memory Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within receive, at any time after the five earlier of (5i) year period commencing 90 days three years after the Effective Date or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request (a “Registration Request”) from the Required Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act Registration Statement covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereofof the Registration Request, give written notice of such request to all HoldersHolders (a “Requested Registration Notice”), and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing after receipt of the Company’s notice pursuant to this Section 1.2(i)Requested Registration Notice.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Liquidia Technologies Inc), ’ Rights Agreement, Investors’ Rights Agreement (Liquidia Technologies Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five (5) year period commencing 90 days at any time after six months after the effective date of the Company's Initial Offering a written request from the Holders of at least 35% thirty (30%) of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of at least twelve million, five million United States hundred thousand dollars ($5,000,00012,500,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best its most diligent efforts to effect, as soon as practicable, effect the registration under the Act of all Registrable Securities (including, without limitation, appropriate qualification under applicable blue sky or other state securities laws) that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Rights Agreement (Equinix Inc), Investors' Rights Agreement (Equinix Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)20,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (RAPT Therapeutics, Inc.), Investors’ Rights Agreement (RAPT Therapeutics, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days January 31, 2009 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least thirty-five percent (35% %) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Synacor, Inc.), Investors’ Rights Agreement (Synacor, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Public Offering, a written request from the Holders of at least 35% one-third (1/3) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (CloudMinds Inc.), Investors’ Rights Agreement (Cloudminds Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within the five (5) year period commencing 90 days at any time after the effective second anniversary of the date of this Agreement and during the Initial Offering Term of this Agreement, at a time when the Shares are listed on a Permitted Exchange, a written request from the Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) Purchasers or their Transferees that the Company file a registration statement under the Securities Act covering the registration of at least fifty percent (50%) of the Registrable Securities that requests then outstanding (or a lesser percent if the registration anticipated aggregate offering price, net of shares in a minimum amount of five million United States dollars (underwriting discounts and commissions, would exceed $5,000,00010,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all HoldersPurchasers or their Transferees and shall, and subject to the limitations of this Section 1.2subsection 5.1(b), use its best efforts to effect, effect as soon as practicable, the registration under the Securities Act of all Registrable Securities that which the Holders Purchasers or their Transferees request to be registered in a written request received by the Company within twenty thirty (2030) days of the mailing of such notice by the Company’s notice pursuant to this Section 1.2(i).

Appears in 2 contracts

Samples: Shareholders' Agreement (Perry Carl D), Shareholders' Agreement (Us Electricar Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days April 1, 2015 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use its best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Adoption Agreement (Karyopharm Therapeutics Inc.), Adoption Agreement (Karyopharm Therapeutics Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price (net of shares in a minimum amount underwriting discounts and commissions) of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use its reasonable best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors' Rights Agreement (Penson Worldwide Inc), Rights Agreement (Penson Worldwide Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Public Offering, a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (CG Oncology, Inc.), Investors’ Rights Agreement (CG Oncology, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.21.3, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days February 16, 2014, or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.3, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty ten (2010) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.21.3, use its best efforts to effectfile, as soon as practicable, and in any event within ninety (90) days of the receipt of such request, a registration statement under the Act of covering all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.3(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Inogen Inc), Investors’ Rights Agreement (Inogen Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time three (53) year period commencing 90 days years after the effective date of the Initial Offering this Agreement a written request from the Holders of at least 35% a majority or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of at least fifty percent (50%) of the then outstanding Registrable Securities Securities, provided that requests the registration of shares in a minimum amount of five million United States dollars (anticipated aggregate offering price from such offering would exceed $5,000,000)35,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Rights Agreement, ’s Rights Agreement (Fulgent Genetics, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Rubrik, Inc.), Investors’ Rights Agreement (Rubrik, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days June 22, 2003, or (ii) six (6) months after the effective date of the Initial Offering first registration statement for a public offering of securities of the Company (other than a registration statement on Form X-0, X-0 or any successor thereto), a written request from the Holders of at least 35% thirty-three percent (33%) of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty fifteen (2015) days of the receipt thereof, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 1.2(b), use its best efforts to effect, effect as soon as practicable, and in any event within 90 days of the receipt of such request, the registration under the Securities Act of all Registrable Securities that which the Holders request to be registered in a written request received by the Company within twenty ten (2010) days of the mailing of such notice by the Company’s notice pursuant to this Company in accordance with Section 1.2(i)5.3.

Appears in 2 contracts

Samples: ' Rights Agreement (Drugstore Com Inc), ' Rights Agreement (Drugstore Com Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six months after the effective date of the Initial Offering Offering, a written request (the “Initial Request”) from the Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereofof the Initial Request, give written notice of such request the Initial Request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, file as soon as practicable, the and in any event within 90 days, a registration statement under the Act of all covering the Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of after the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a), and to use best efforts to cause such registration statement to become effective within one hundred twenty days of the Initial Request.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Control4 Corp), Investors’ Rights Agreement (Control4 Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)25,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Avinger Inc), Investors’ Rights Agreement (Avinger Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.02, if the Company shall receive within the five receive, at any time after six (56) year period commencing 90 days after months have elapsed following the effective date of the Initial Offering IPO, a written request from the Holders of Shareholders holding at least 35% a majority of the Preferred Registrable Securities that are then outstanding and held by the Shareholders (for purposes of this Section 2.02, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars ($5,000,000)at least US$50,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.02, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.02(a).

Appears in 2 contracts

Samples: Registration Rights Agreement (Nu Holdings Ltd.), Registration Rights Agreement (Nu Holdings Ltd.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use its reasonable best efforts to effectto, as soon as practicable, the file a registration statement under the Act with respect to all of all the Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a), and use reasonable best efforts to cause such registration statement to be declared effective by the SEC as soon as practicable.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Menlo Therapeutics, Inc.), Investors’ Rights Agreement (Menlo Therapeutics, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.2, if the Company Parent shall receive within at any time after the five earlier of (5i) year period commencing 90 four (4) years after the date of this Agreement or (ii) one hundred and eighty (180) days after the effective date closing of the Initial Offering Merger, a written request from the Holders of at least 3530% of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.2, the “Initiating Holders”) that the Company Parent file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company Parent shall, within twenty (20) days of the receipt thereof, give written notice of such request to all HoldersHolders and, and subject to the limitations of this Section 1.22.2, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the CompanyParent’s notice pursuant to this Section 1.2(i2.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Oaktree Acquisition Corp.), Agreement and Plan of Merger (Oaktree Acquisition Corp.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Hortonworks, Inc.), Rights Agreement (Hortonworks, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days February 2, 2003 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Rights Agreement (Ibeam Broadcasting Corp), Ibeam Broadcasting Corp

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Okta, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders (including the Key Holders), and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Lemonade, Inc.), Investors’ Rights Agreement (Lemonade, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five date that is the earlier of (5i) year period commencing 90 days the second anniversary of the date hereof and (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (FireEye, Inc.), Investors’ Rights Agreement (FireEye Inc)

Request for Registration. (i) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 years after the Initial Closing (as defined in the Purchase Agreement), or (ii) one hundred eighty (180) days after the effective date of the Initial Offering Qualified IPO, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) 20 days of the receipt thereofafter receiving such request, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 1.2(b), use best commercially reasonable efforts to effect, as soon as practicable, the registration cause to be registered under the Securities Act all of all the Registrable Securities that the Holders request each such Holder has requested to be registered in a written request received by the Company within twenty (20) days of after the mailing of such notice by the Company’s notice pursuant to this Section 1.2(i).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (DermTech International), Investors’ Rights Agreement (DermTech International)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Series B Preferred Registrable Securities then outstanding Stock (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (more than $5,000,000)20,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i)1.2(a) to the Holders in accordance with Section 3.5.

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Veeva Systems Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 January 1, 2008, or (ii) 180 days after the effective date of the Initial Offering registration statement pertaining to an IPO, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding outstanding, voting together as a single class on an as-converted to Common Stock basis (the “Initiating Holders”) ), that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)25,000,000, then the Company shall, within twenty (20) 20 days of the receipt thereofafter receiving such request, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 2.2(b), use best all commercially reasonable efforts to effect, as soon as practicable, the registration cause to be registered under the Securities Act all of all the Registrable Securities that the Holders request each such Holder has requested to be registered in a written request received by the Company within twenty (20) 20 days of after the mailing of such notice by the Company’s notice pursuant to this Section 1.2(i).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Artes Medical Inc), Investors’ Rights Agreement (Artes Medical Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering or, if earlier, a Direct Listing, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Amplitude, Inc.), Investors’ Rights Agreement (Amplitude, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (DoorDash Inc), Investors’ Rights Agreement (DoorDash Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years from the date of the Initial Closing and (ii) six (6) months after the effective date of the Initial Offering or Direct Listing, a written request from the Holders of at least 3550% of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)30,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Zymergen Inc.), Investors’ Rights Agreement (Zymergen Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.23.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days August 15, 2008 or (ii) twelve (12) months after the effective date of the Company’s first firm commitment underwritten public offering of its Common Stock (the “Initial Offering Offering”), a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.23.2, use best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i3.2(a).

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Fortinet Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four years after the date of this Agreement and (ii) six months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 3550% or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) 20 days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) 20 days of after the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 2 contracts

Samples: Rights Agreement, Investors Rights Agreement (Versartis, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% twenty percent (20%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Riverbed Technology, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Qualified IPO, a written request from the Holders either or both of at least 35% of the Preferred Registrable Securities then outstanding CombiMatrix and Acacia (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)7,500,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Combimatrix Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% more than fifty percent (50%) of the Registrable Preferred Registrable Securities then outstanding and held by the Investors (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with anticipated aggregate proceeds in excess of shares in a minimum amount of five million United States dollars ($5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (New Oriental Education & Technology Group Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days two (2) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty thirty (2030) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Responsys Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) three (3) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Model N Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five (5) year period commencing 90 days at any time after the effective first anniversary of the date of the Initial Qualified Public Offering Closing (the “Qualified Public Offering Date”) a written request from the Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests from a Holder or Holders (the “Initiating Holders”) (i) owning ten percent (10%) or more of the Registrable Securities then outstanding or (ii) requesting registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)20,000,000, then the Company shall, within twenty (20) 20 days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) 20 days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Registration Rights Agreement (Atx Group Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as reasonably practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i).to

Appears in 1 contract

Samples: Rights Agreement (Youcentric Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time following the five (5) year period commencing 90 days after the effective date expiration or waiver of any underwriter lock-up imposed in connection with the Initial Offering (which the Company agrees shall be no longer than 180 days), a written request from the Initiating Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests (or if the registration Company shall receive such a request during the Lock-Up and the managing underwriter of shares in a minimum amount of five million United States dollars ($5,000,000the Company's Initial Offering gives its written consent to the Company's compliance with such request), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use reasonable best efforts to effect, as soon as practicable, the registration under the Act of all Preferred Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors' Rights Agreement (Riskified Ltd.)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)30,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (REGENXBIO Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days November 16, 2004 or (ii) six (6) months after the effective date of the Initial Offering Public Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (DemandTec, Inc.)

Request for Registration. (i) Subject to the conditions of this Section 1.25.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days after months following the effective date of the Initial Offering registration statement for the IPO, a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 5.2, the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of at least ten percent (10%) of the Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)then outstanding, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.25.2, use best commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i5.2(i).

Appears in 1 contract

Samples: Shareholders’ Agreement (Allogene Therapeutics, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)20,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Tarsus Pharmaceuticals, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days August 18, 2004 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% 2,500,000 shares (as adjusted for any stock splits, stock dividends, recapitalizations or the like) of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Seven Networks Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days April 30, 2001 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”"INITIATING HOLDERS") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) business days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use its reasonable best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) calendar days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Linuxcare Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 June 9, 2021 and (ii) one hundred eighty (180) days after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price, before underwriting discounts, commissions and fees, of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (ContextLogic Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if at any time after the Company shall receive within the five earlier of (5i) year period commencing 90 April 16, 2004 or (ii) 180 days after the effective date of the Initial Offering Offering, the Company shall receive a written request from the Holders of at least thirty-five percent (35% %) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)7,500,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (eHealth, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least thirty-five percent (35% %) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”"INITIATING HOLDERS") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests with an anticipated aggregate offering price to the registration public (net of shares in a minimum amount any underwriters' discounts or commissions) of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Eyetech Pharmaceuticals Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days June 6, 2016 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty-one percent (51%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Fitbit Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 three (3) years after the Initial Closing (as defined in the Purchase Agreement), or (ii) one hundred eighty (180) days after the effective date of the Initial Offering initial public offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) 20 days of the receipt thereofafter receiving such request, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 1.2(b), use best commercially reasonable efforts to effect, as soon as practicable, the registration cause to be registered under the Securities Act all of all the Registrable Securities that the Holders request each such Holder has requested to be registered in a written request received by the Company within twenty (20) days of after the mailing of such notice by the Company’s notice pursuant to this Section 1.2(i).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Constellation Alpha Capital Corp.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after one year following the five (5) year period commencing 90 days after the effective date closing of the Initial Offering Company's initial public offering of securities a written request from the Holders of holding at least 35% forty percent (40%) of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Securities Act covering the registration of at least 40% of the Registrable Securities that requests the then outstanding and such registration would cover sales having an anticipated aggregate offering price, not of shares in a minimum amount of five million United States dollars (underwriting discounts and commissions, equal or more than $5,000,000)7,500,000, then the Company shall, within twenty twenty-one (2021) days of the receipt thereof, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 7.2(b), use best efforts to effect, file as soon as practicable, the practicable a registration statement under the Securities Act of covering all Registrable Securities that which the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of such notice by the Company’s notice pursuant to this Company in accordance with Section 1.2(i)9.6.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Software Net Corp)

Request for Registration. (a) (i) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days August 12, 2001 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% sixty percent (60%) or more of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of after the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors' Rights Agreement (Fort Point Partners Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a). Each request for a Demand Registration shall specify the number of Registrable Securities requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Stanford Microdevices Inc)

Request for Registration. (i) 2.1.1 Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days April 24, 2024 or (ii) six (6) months after the effective date of the Initial Offering registration statement for an IPO or Direct Listing, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price, net of shares in a minimum amount Selling Expenses, of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i)2.1.1.

Appears in 1 contract

Samples: Investors’ Rights Agreement (UiPath, Inc.)

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Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (ARMO BioSciences, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.21.3, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days September 30, 2008 or (ii) six months after the effective date of the Initial Offering Offering, a written request from the Initiating Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of at least 30% of the then-outstanding Registrable Securities that requests (or a lesser percentage provided the registration of shares in a minimum amount of five million United States dollars aggregate offering price to the public is at least $5,000,000 ($5,000,000before deducting underwriters’ discount and commissions)), then the Company shall, within twenty (20) ten days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.21.3, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a such written request (and in all notices received by the Company from other holders within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.3(a)).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Compellent Technologies Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least thirty-five percent (35% %) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)30,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Atara Biotherapeutics, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days after three (3) years following the date hereof or (ii) the six (6) month anniversary of the effective date of the Initial Offering Offering, a written request from the Holders of at least thirty five percent (35% %) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicablepracticable but in any event within sixty (60) days, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Singular Genomics Systems, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days two (2) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors' Rights Agreement (Aristotle International Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.21.3, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days July 10, 2008, or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.3, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty ten (2010) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.21.3, use its best efforts to effectfile, as soon as practicable, and in any event within ninety (90) days of the receipt of such request, a registration statement under the Act of covering all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.3(a).

Appears in 1 contract

Samples: Investor Rights Agreement (Inogen Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days six (6) months after the effective date of the Initial Offering and (ii) thirty (30) months after the date of this Agreement, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Workday, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Imperva Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.21.2 (including Section 1.2(b) hereof), if the Company shall receive within the five (5) year period commencing 90 at any time after 180 days after following the effective date of the an Initial Public Offering a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least US $5,000,000)15 million, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, Holders and subject to the limitations of this Section 1.2, use commercial best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s such notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investor Rights Agreement (Cyoptics Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Freshworks Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days [April , 2012] or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Infoblox Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use its best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (TESARO, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days January 01, 2003, or (ii) six (6) months after the effective date of the Initial Offering first registration statement for a public offering of securities of the Company (other than a registration statement on Form X-0, X-0 or any successor thereto), a written request from the Holders of at least 35% thirty-three percent (33%) of the Preferred Registrable Register able Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Register able Securities, then the Company shall, within twenty fifteen (2015) days of the receipt thereof, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 1.2(b), use its best efforts to effect, effect as soon as practicable, and in any event within 90 days of the receipt of such request, the registration under the Securities Act of all Registrable Register able Securities that which the Holders request to be registered in a written request received by the Company within twenty ten (2010) days of the mailing of such notice by the Company’s notice pursuant to this Company in accordance with Section 1.2(i)5.3.

Appears in 1 contract

Samples: ' Right Agreement (Voyager Group Inc/Ca/)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if at any time after the Company shall receive within earlier of (i) three (3) years after the five date of this Agreement or (5ii) year period commencing 90 days six (6) months after the effective date of the Initial Offering Offering, the Company shall receive a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of at least 20% of the Registrable Securities that requests the registration then outstanding with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), 5,000,000 then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a); provided, however, that only one such request may be made by Holders during any twelve (12) month period.

Appears in 1 contract

Samples: Investors’ Rights Agreement (EnteroMedics Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement and (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty (20) days 20)-days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of 20)-days after the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors Rights Agreement (Versartis, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five date which is six (56) year period commencing 90 days months after the effective date of the Initial Offering Public Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests at an aggregate price to the registration public (net of shares in a minimum amount any underwriters’ discounts or commissions) of five million United States dollars (not less than $5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Krystal Biotech, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days October 28, 2021, or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Slack Technologies, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 November 10, 2008 or (ii) 180 days after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% forty percent (40%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Hansen Medical Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Imperva Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five years after the date of this Agreement or (5ii) year period commencing 90 days six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Rise Companies Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty ten (2010) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Aruba Networks, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the earlier of (i) five (5) year period commencing 90 days years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)20,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty ten (2010) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Acutus Medical, Inc.)

Request for Registration. (a) If, after the earlier of (i) Subject to the conditions date six months after the date of this Section 1.2Agreement or (ii) such time, if any, as it becomes unlawful or, in the good faith judgment of the Investor, unduly burdensome for regulatory reasons for the Investor to continue to hold some or all of the Registrable Securities then held by it, the Company shall receive within the five (5) year period commencing 90 days after the effective date of the Initial Offering a written request from the Holders of at least 35% of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) Qualifying Request that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Act, then the Company shall, within twenty ten (2010) days of the receipt thereof, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.22(b) below, use its best efforts to effect, effect as soon as practicable, and in any event within sixty (60) days of the receipt of such request, the registration under the Securities Act of all Registrable Securities that which the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of such notice by the Company’s notice pursuant to this Company in accordance with Section 1.2(i)19 below.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hyperion Partners Ii Lp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if If the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days January 01, 2003, or (ii) six (6) months after the effective date of the Initial Offering first registration statement for a public offering of securities of the Company (other than a registration statement on Form X-0, X-0 or any successor thereto), a written request from the Holders of at least 35% thirty-three percent (33%) of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty fifteen (2015) days of the receipt thereof, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsection 1.2(b), use its best efforts to effect, effect as soon as practicable, and in any event within 90 days of the receipt of such request, the registration under the Securities Act of all Registrable Securities that which the Holders request to be registered in a written request received by the Company within twenty ten (2010) days of the mailing of such notice by the Company’s notice pursuant to this Company in accordance with Section 1.2(i)5.3.

Appears in 1 contract

Samples: Investors' Rights Agreement (Voyager Group Usa-Brazil LTD)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% more than twenty-five percent (25%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)20,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Data Domain, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days May 15, 2009 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% a majority of the Preferred Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of at least fifty percent (50%) of the Registrable Securities that requests or a lesser percent if the registration anticipated aggregate offering price (net of shares in a minimum amount of five million United States dollars (underwriting discounts and commissions) would be at least $5,000,000)7,500,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Anda Networks Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days February 2, 2003 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request is received from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Ibeam Broadcasting Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days July 26, 2023 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, as soon as reasonably practicable, and in any event within sixty (60) days after the date such request is given by the Initiating Holders, file a Form S-1 registration statement under the Act covering all Registrable Securities that the Initiating Holders request to be registered and use best its commercially reasonable efforts to effect, as soon as practicablepracticable after such filing, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Rights Agreement (Compass, Inc.)

Request for Registration. (i) Subject to the conditions of this Section 1.2, if If the Company shall receive within the five (5) year period commencing 90 days at any time after the effective date completion of the an Initial Offering Public Offering, a written request from the Holders of holding at least 35% twenty percent (20%) of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Securities Act on Form S-1 covering the registration of the Registrable Securities that requests the then outstanding and such registration would cover sales having an anticipated aggregate offering price, net of shares in a minimum amount of five million United States dollars underwriting discounts and commissions, equal to or more than Ten Million Dollars (US $5,000,00010,000,000), then the Company shall, within twenty twenty-one (2021) days of the after receipt thereof, give written notice of such request to all HoldersHolders and shall, and subject to the limitations of this Section 1.2subsections 9.1(a), use best efforts to effect(b) and (c), file as soon as practicable, the practicable a registration statement under the Securities Act of covering all Registrable Securities that which the Holders request to be registered in a written request received by the Company within twenty (20) days of after the mailing of date such notice is given by the Company’s notice pursuant to this Company in accordance with Section 1.2(i)14.2.

Appears in 1 contract

Samples: Shareholders' Agreement (Hayes Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 January 31, 2003 Agreement or (ii) 180 days after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of at least (A) one hundred percent (100%) of the then outstanding Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000), then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use commercially reasonable best efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investor Rights Agreement (Intercontinental Telecommunications Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders holders of at least 35% twenty percent (20%) or more of the outstanding Common Stock issuable or issued upon conversion of the Class C Preferred Registrable Securities Stock then outstanding (the "Initiating Holders") that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000), then the Company shall, within twenty ninety (2090) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s 's notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Rights Agreement (Metasolv Software Inc)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days October 28, 2021, or (ii) six (6) months after the effective date of the an Initial Offering or Direct Listing (whichever occurs first), a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)15,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Slack Technologies, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days two (2) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% thirty percent (30%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use its best efforts to effect, as soon as reasonably practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Greenway Medical Technologies Inc)

Request for Registration. (i) Subject to the conditions of this Section 1.22.1, if the Company shall receive within the five (5) year period commencing 90 days at any time after the effective date earlier of (i) September 4, 2023 or (ii) six (6) months after the closing of the Initial Offering Merger, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)50,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).. ​

Appears in 1 contract

Samples: Investors’ Rights Agreement (Velodyne Lidar, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days November 9, 2011 or (ii) six (6) months after the effective date of the Initial Offering Qualified Public Offering, a written request from the Holders of at least 35% twenty-five percent (25%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Victory Acquisition Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.22.1, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days September 4, 2023 or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty percent (50%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 2.1, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)50,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.22.1, use best its commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i2.1(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Velodyne Lidar, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of (5i) year period commencing 90 days four (4) years after the date of this Agreement or (ii) six (6) months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% twenty percent (20%) of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)7,500,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a).

Appears in 1 contract

Samples: Investors’ Rights Agreement (RPX Corp)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within the five at any time after six (56) year period commencing 90 days months after the effective date of the Initial Offering Offering, a written request from the Holders of at least 35% fifty-one percent (51%) or more of the Preferred Registrable Securities then outstanding (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration with an anticipated aggregate offering price of shares in a minimum amount of five million United States dollars (at least $5,000,000)10,000,000, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best all commercially reasonable efforts to effect, as soon as practicable, the registration under the Act of all Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a); provided, however, that only one such request may be made by Holders during any twelve (12) month period.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Restore Medical, Inc.)

Request for Registration. (ia) Subject to the conditions of this Section 1.2, if the Company shall receive within at any time after the five earlier of: (5i) year period commencing 90 days three (3) years after the date of this Agreement or (ii) six months after the effective date of the Initial Offering Offering, a written request from the Holders of Investors holding at least 35% fifty percent (50%) of the Preferred Registrable Securities then outstanding or such lesser percentage if the anticipated aggregate offering price is not less than $10,000,000 (for purposes of this Section 1.2, the “Initiating Holders”) that the Company file a registration statement under the Act covering the registration of Registrable Securities that requests the registration of shares in a minimum amount of five million United States dollars ($5,000,000)Securities, then the Company shall, within twenty (20) days of the receipt thereof, give written notice of such request to all Holders, and subject to the limitations of this Section 1.2, use best efforts to effectto, as soon as practicable, the file a registration statement under the Act with respect to all of all the Registrable Securities that the Holders request to be registered in a written request received by the Company within twenty (20) days of the mailing of the Company’s notice pursuant to this Section 1.2(i1.2(a), and use best efforts to cause such registration statement to be declared effective by the SEC as soon as practicable.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Ultragenyx Pharmaceutical Inc.)

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