Common use of Right to Piggyback Registrations Clause in Contracts

Right to Piggyback Registrations. Whenever Issuer proposes to register any of its Common Stock under the Securities Act (other than any registration SEC Form S-4 or SEC Form S-8 or any successor forms), Issuer will give prompt written notice (in any event within ten business days after its receipt of notice of any exercise of other demand registration rights) to the holders of Registrable Securities of its intention to effect such a registration and will use its best efforts to include in such registration all Registrable Securities with respect to which Issuer has received written requests for inclusion therein within 20 days after the receipt of Issuer's notice by such holders. A request pursuant to this Section 5.2(a) shall state the number of Registrable Securities requested to be registered. In connection with any registration subject to this Section 5.2(a), the holders of Registrable Securities included in such registration shall enter into such underwriting, lock-up and other agreements, and shall execute and complete such questionnaires and other documents, as are customary in a secondary offering. Issuer shall have the right to terminate or withdraw any registration initiated by it under this Section 5.2(a) prior to the effectiveness of such registration whether or not any holders of Registrable Securities have elected to include any securities in such registration. All registrations requested pursuant to this Section 5.2(a) are referred to herein as "Piggyback Registrations". No registration effected under this Section 5.2(a) shall relieve Issuer of its obligation to effect a Demand Registration pursuant to Section 5.1.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Omnipoint Corp \De\), Securities Purchase Agreement (East West Communications Inc)

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Right to Piggyback Registrations. Whenever Issuer proposes to register any of its Common Capital Stock under the Securities Act (other than any registration SEC Form S-4 or SEC Form S-8 or any successor forms)Act, Issuer will give prompt written notice (in any event within ten business days after its receipt of notice of any exercise of other demand registration rights) to the holders of Registrable Securities of its intention to effect such a registration and will use its best efforts to include in such registration all Registrable Securities with respect to which Issuer has received written requests for inclusion therein within 20 days after the receipt of Issuer's notice by such holdersholders (or at such later time if Issuer and the process of such registration will not be materially prejudiced thereby). A request pursuant to this Section 5.2(a7.2(a) shall state the number of Registrable Securities requested to be registered. In connection with any registration subject to this Section 5.2(a7.2(a), the holders of Registrable Securities included in such registration shall enter into such underwriting, lock-up and other agreements, and shall execute and complete such questionnaires and other documents, as are customary in a secondary offering. Issuer shall have the right to terminate or withdraw any registration initiated by it under this Section 5.2(a7.2(a) prior to the effectiveness of such registration whether or not any holders of Registrable Securities have elected to include any securities in such registration. All registrations requested pursuant to this Section 5.2(a7.2(a) are referred to herein as "Piggyback Registrations". No registration effected under this Section 5.2(a) 7.2 shall relieve Issuer of its obligation to effect a Demand Registration pursuant to Section 5.17.1.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Voicestream Wireless Corp), Securities Purchase Agreement (Voicestream Wireless Holding Corp)

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Right to Piggyback Registrations. Whenever Issuer proposes to -------------------------------- register any of its Common Capital Stock under the Securities Act (other than any registration SEC Form S-4 or SEC Form S-8 or any successor forms)Act, Issuer will give prompt written notice (in any event within ten business days after its receipt of notice of any exercise of other demand registration rights) to the holders of Registrable Securities of its intention to effect such a registration and will use its best efforts to include in such registration all Registrable Securities with respect to which Issuer has received written requests for inclusion therein within 20 days after the receipt of Issuer's notice by such holdersholders (or at such later time if Issuer and the process of such registration will not be materially prejudiced thereby). A request pursuant to this Section 5.2(a7.2(a) shall state the number of Registrable Securities requested to be registered. In connection with any registration subject to this Section 5.2(a7.2(a), the holders of Registrable Securities included in such registration shall enter into such underwriting, lock-up and other agreements, and shall execute and complete such questionnaires and other documents, as are customary in a secondary offering. Issuer shall have the right to terminate or withdraw any registration initiated by it under this Section 5.2(a7.2(a) prior to the effectiveness of such registration whether or not any holders of Registrable Securities have elected to include any securities in such registration. All registrations requested pursuant to this Section 5.2(a7.2(a) are referred to herein as "Piggyback Registrations". No registration effected under this Section 5.2(a) 7.2 shall relieve Issuer of its obligation to effect a Demand Registration pursuant to Section 5.17.1.

Appears in 1 contract

Samples: Securities Purchase Agreement (Omnipoint Corp \De\)

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