Common use of Right to Piggyback on a Non-Shelf Registered Offering Clause in Contracts

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders may exercise piggyback rights to have included in such offering Shares held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 5 contracts

Samples: Registration Rights Agreement (Steinway Musical Instruments Holdings, Inc.), Stockholders Agreement (Mister Car Wash, Inc.), Stockholders Agreement (Mister Car Wash, Inc.)

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Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock Shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders Securityholders may exercise piggyback rights to have included in such offering Shares Registrable Securities held by them, subject in each case to any cutbacks imposed in accordance with Section 3.5 hereof and the limitations set forth in Section 2.5 hereof. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 5 contracts

Samples: Registration Rights Agreement (SilverSun Technologies, Inc.), Registration Rights Agreement (Vine Energy Inc.), Form of Registration Rights Agreement (Vine Energy Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock Shares covered by a non-shelf registration statement after the Company’s Initial Public Offering (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders Holders may exercise piggyback rights to have included in such offering Shares offering, Registrable Securities held by them, subject in each case to any cutbacks imposed in accordance with Section 3.5 hereof and the limitations set forth in Section 2.5 hereof. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 3 contracts

Samples: Registration Rights Agreement (Talen Energy Corp), Registration Rights Agreement (Kodiak Gas Services, Inc.), Registration Rights Agreement (Kodiak Gas Services, Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders may Shareholders may, in accordance with this Agreement, exercise piggyback rights to have included in such offering Shares shares held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 3 contracts

Samples: Registration Rights Agreement (Mavenir Private Holdings II Ltd.), Registration Rights Agreement (Gates Industrial Corp PLC), Registration Rights Agreement (Gates Industrial Corp PLC)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders may may, in accordance with this Agreement, exercise piggyback rights to have included in such offering Shares shares held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 3 contracts

Samples: Registration Rights Agreement (Performance Food Group Co), Registration Rights Agreement (Performance Food Group Co), Form of Registration Rights Agreement (Performance Food Group Co)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock Shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders may Securityholders may, in accordance with this Agreement, exercise piggyback rights to have included in such offering Shares Registrable Securities held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 3 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Tradeweb Markets Inc.), Registration Rights Agreement (Tradeweb Markets Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock Registrable Securities covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights by a Principal Stockholder or at the initiative of the CompanyRegistrant or holders not party to this Agreement), the Stockholders any non-demanding Holder may exercise piggyback rights to have included in such offering Shares Registrable Securities held by themit. The Company Registrant will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (Finance of America Companies Inc.), Limited Liability Company Agreement (Replay Acquisition Corp.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Carlyle Stockholders may exercise piggyback rights to have included in such offering Shares held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 2 contracts

Samples: Principal Stockholders Agreement (Axalta Coating Systems Ltd.), Principal Stockholders Agreement (Axalta Coating Systems Ltd.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock Registrable Securities covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), each of the Stockholders may Investors may, in accordance with this Article II, exercise piggyback rights to have included in such offering Shares Registrable Securities held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bumble Inc.), Registration Rights Agreement (Bumble Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders may exercise piggyback rights to have included in such offering Shares shares held by them; provided, however, that any such Stockholder exercising piggyback rights will be limited to request registration of a percentage of the shares it owns that is no greater than the Percentage Limit. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (BankUnited, Inc.), Registration Rights Agreement (BankUnited, Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of shares of Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or including at the initiative of the Company), the Stockholders Securityholder may exercise piggyback rights to have included in such offering Shares Registrable Securities held by themit, subject to any cutbacks imposed in accordance with Section 4.2(f) hereof and the limitations set forth in Section 4.1(e) hereof. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 2 contracts

Samples: Stockholders’ Agreement (BKV Corp), Stockholders’ Agreement (BKV Corp)

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Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders may exercise piggyback rights to have included in such offering Shares shares held by them, either directly or through LuxCo. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nielsen Holdings N.V.), Registration Rights Agreement (Nielsen Holdings B.V.)

Right to Piggyback on a Non-Shelf Registered Offering. (a) In connection with any registered offering of Common Stock Registrable Securities covered by a non-shelf registration statement (whether Registration Statement pursuant to the exercise of demand rights in accordance with this Agreement, or in connection with any registered offering of Shares covered by a non-shelf Registration Statement made at the initiative of the Company), the Stockholders other Equityholders may exercise piggyback rights to have included in such offering Shares Registrable Securities then held by them. The Company will facilitate them and not otherwise included in the manner described in this Agreement any such non-shelf registered offering.

Appears in 1 contract

Samples: Registration Rights Agreement (SeaWorld Entertainment, Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Common Stock covered by a non-shelf registration statement other than a Block Sale (whether pursuant to the exercise of demand rights by any other stockholder pursuant to registration rights granted to such stockholder or at the initiative of the Company), the Stockholders any Holders may exercise piggyback rights to have included in such offering Shares Registrable Securities held by them. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Priority Technology Holdings, Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In After the Company’s IPO, in connection with any registered offering of Common Stock Shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders Securityholders may exercise piggyback rights to have included in such offering Shares Registrable Securities held by them, subject in each case to any cutbacks imposed in accordance with Section 3.5 hereof and the limitations set forth in Section 2.5 hereof. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Cactus, Inc.)

Right to Piggyback on a Non-Shelf Registered Offering. In After the Company’s IPO, in connection with any registered offering of Common Stock Shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), the Stockholders Securityholders may exercise piggyback rights to have included in such offering Shares Registrable Securities held by them, subject in each case to any cutbacks imposed in accordance with Section 3.5 hereof and the limitations set forth in Section 2.6 hereof. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Exeter Finance Corp)

Right to Piggyback on a Non-Shelf Registered Offering. In Subject to Section 2.6 below, in connection with any registered offering of shares of Registrable Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights or at the initiative of the Company), any Holders that are Holders at the Stockholders time may exercise piggyback rights in accordance with this Agreement to have included in such offering Shares shares of Registrable Common Stock held by them, subject to the transfer limitations set forth in the Investment and Securityholders’ Agreement and Section 2.6(e) hereof. The Company will facilitate in the manner described in this Agreement any such non-shelf registered offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Ellington Residential Mortgage REIT)

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