Common use of Right to Include Registrable Securities Clause in Contracts

Right to Include Registrable Securities. If the Company proposes at any time to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1, X-0 xx S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, or consolidation), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, each such time give prompt written notice to all registered Holders of its intention to do so and of such Holders' rights under this Section 2.

Appears in 2 contracts

Samples: Registration Rights Agreement (Krauses Furniture Inc), Registration Rights Agreement (Th Lee Putnam Internet Fund Advisors LLC)

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Right to Include Registrable Securities. If the Company proposes at any time to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1S-0, X-0 xx or S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, or consolidation), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, each such time give prompt written notice to all registered Holders holders of Registrable Securities of its intention to do so and of such Holdersholders' rights under this Section 2.

Appears in 1 contract

Samples: Securities Purchase Agreement (Worms & Co Inc)

Right to Include Registrable Securities. If the Company proposes at any time proposes to register any of its securities under the Securities Act (other than by a Shelf Registration Statement) by registration on Forms S-1, X-0 xx S-3 Form S-4 or S-8 or any successor or similar form(s) (except registrations on such Forms forms or similar form(s) solely for registration of securities filed in connection with an employee benefit plan exchange offer or dividend reinvestment plan or any offering of securities solely to the Company’s existing shareholders, and other than pursuant to section 2.1) on a mergerform that would permit (or, reorganizationwithout disrupting the transaction which the Company proposes to effect, or consolidation)could be changed to another form that would permit) the registration of the Registrable Securities, whether or not for sale for its own account, it will, subject to Section 2.8 hereof, the Company will each such time give prompt written notice to all registered the Holders of its intention to do so and of such Holders' the Holder’s rights under this Section section 2.

Appears in 1 contract

Samples: Registration Rights Agreement (Healthessentials Solutions Inc)

Right to Include Registrable Securities. If the Company proposes at any time to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1X-0, X-0 xx or S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, or consolidation), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, each such time give prompt written notice to all registered Holders of its intention to do so and of such Holders' rights under this Section 2.

Appears in 1 contract

Samples: Registration Rights Agreement (Worms & Co Inc)

Right to Include Registrable Securities. If the Company proposes at any time proposes to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1X-0, X-0 xx or S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganizationmerger or consolidation, or consolidationsolely with respect to any securities to be exchanged for partnership interests and except for registrations pursuant to SECTION 2.1), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, will each such time give prompt written notice to all registered Holders holders of Registerable Securities of its intention to do so and of such Holdersholders' rights under this Section SECTION 2.

Appears in 1 contract

Samples: Registration Rights Agreement (Polyphase Corp)

Right to Include Registrable Securities. If the Company proposes at any time after the date hereof proposes to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1X-0, X-0 xx or S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an a stock option or other employee benefit plan or plans, dividend reinvestment plan plans, mergers, acquisitions, consolidations, exchange offers or a merger, reorganization, or consolidationsubscription offers), whether or not for sale for its own account, it will, subject to Section 2.8 2.9 hereof, it will each such time give prompt written notice to all registered Holders holders of Registrable Securities of its intention to do so and of such Holdersholders' rights under this Section 2.

Appears in 1 contract

Samples: Registration Rights Agreement (Dianon Systems Inc)

Right to Include Registrable Securities. If the Company proposes at any time proposes to register any of its securities under the Securities Act (other than (A) a Shelf Registration Statement) by registration on Forms S-1, X-0 xx S-3 Form S-4 or S-8 or any successor or similar form(sforms, (B) a registration pursuant to section 13.1, (except registrations on such Forms or similar form(sC) solely a shelf registration for shares of the Company's Series A Preferred Stock issued to an affiliate of the Purchaser and (D) any registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, or consolidationthe shares underlying the Company's Series B Preferred Stock), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, will each such time give prompt written notice to all registered Holders holders of Registrable Securities of its intention to do so and of such Holdersholders' rights under this Section 2section 13.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Banque Paribas)

Right to Include Registrable Securities. If the Company proposes at any time proposes to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1, X-0 xx S-2 or S-3 or any successor or similar form(s) (except registrations registxxxxxxx on such Forms forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, merger or consolidation), whether or not for sale for its own account, it will, subject to Section 2.8 2.9 hereof, each such time give prompt written notice to all registered Holders holders of Registrable Securities of its intention to do so and of such Holdersholders' rights under this Section 2.

Appears in 1 contract

Samples: Registration Rights Agreement (Polaroid Corp)

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Right to Include Registrable Securities. If the Company proposes at any time proposes to register any of its securities under the Securities Act (other than (A) a Shelf Registration Statement) by registration on Forms S-1, X-0 xx S-3 Form S-4 or S-8 or any successor or similar form(sforms, (B) a registration pursuant to section 13.1, (except registrations on such Forms C) a shelf registration for shares of the Company's Series A Preferred Stock issued to Paribas Principal Incorporated or similar form(sits affiliate and (D) solely for any registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, or consolidationthe shares underlying the Company's Series B Preferred Stock), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, will each such time give prompt written notice to all registered Holders holders of Registrable Securities of its intention to do so and of such Holdersholders' rights under this Section 2section 13.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Banque Paribas)

Right to Include Registrable Securities. If the Company proposes --------------------------------------- at any time to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1X-0, X-0 xx or S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganization, or consolidation, or a registration in connection with an Initial Public Offering where no shares are being sold by any Person other than the Company), whether or not for sale for its own account, it will, subject to Section 2.8 hereof, each such time give prompt written notice to all registered Holders of its intention to do so and of such Holders' rights under this Section 21.

Appears in 1 contract

Samples: Investor's Rights Agreement (Velocityhsi Inc)

Right to Include Registrable Securities. If If, at any time during the Registration Period the Company proposes at any time to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms Form S-1, X-0 xx S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a mergermerger or consolidation or other acquisition by the Company of capital, reorganization, stock or consolidationassets), whether or not for sale for its own account, it will, subject to Section 2.8 3.8 hereof, each such time give prompt written notice to all registered Holders holders of Registrable Securities of its intention to do so and of such Holdersholders' rights under this Section 23.

Appears in 1 contract

Samples: Registration Rights Agreement (Swissray International Inc)

Right to Include Registrable Securities. If the Company proposes at any --------------------------------------- time proposes to register any of its securities under the Securities Act (other than a Shelf Registration Statement) by registration on Forms S-1X-0, X-0 xx or S-3 or any successor or similar form(s) (except registrations on such Forms or similar form(s) solely for registration of securities in connection with an employee benefit plan or dividend reinvestment plan or a merger, reorganizationmerger or consolidation, or consolidationsolely with respect to any securities to be exchanged for partnership interests and except for registrations pursuant to SECTION 2.1), whether or not for sale for its own ------------ account, it will, subject to Section 2.8 hereof, will each such time give prompt written notice to all registered Holders holders of Registerable Securities of its intention to do so and of such Holdersholders' rights under this Section SECTION 2.

Appears in 1 contract

Samples: Registration Rights Agreement (Polyphase Corp)

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