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 Shares covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights by a Blackstone Entity or a Co-Investor or at the initiative of the IPO Entity), any non-demanding Holder may exercise piggyback rights to have included in such offering Shares held by it. The IPO Entity will facilitate in the manner described in this Agreement any such non-shelf registered offering. For the avoidance of doubt, if a Blackstone Entity exercises the demand set forth in Section 2.1, each Holder shall, subject to Section 2.12, have the right to sell Shares in the offering on a “pro rata” basis with “pro rata” being determined by dividing the number of Registrable Securities held by a Holder by the number of Registrable Securities held by all Holders.

Appears in 4 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Alight Inc. / DE), Registration Rights Agreement (Alight Inc. / DE)

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Right to Piggyback on a Non-Shelf Registered Offering. In connection with any registered offering of Shares Common Stock covered by a non-shelf registration statement (whether pursuant to the exercise of demand rights by a Blackstone Entity or a Co-Investor or at the initiative of the IPO EntityCompany), any non-demanding Holder Holders may exercise piggyback rights to have included in such offering Shares Registrable Securities held by itthem. The IPO Entity Company will facilitate in the manner described in this Agreement any such non-shelf registered offering. For the avoidance of doubt, if a Blackstone Entity Holder exercises the demand set forth in Section 2.1, each Holder shall, subject to Section 2.12, (including the demanding Holder) shall have the right to sell Shares Registrable Securities in the offering on a “pro rata” basis with “pro rata" being determined by dividing the number of Registrable Securities held by a Holder by the number of Registrable Securities held by all Holders.

Appears in 1 contract

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

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