Termination of Certain Rights. The Company’s obligations under Sections 4.1 and 4.2 above will terminate upon the closing of the Company’s initial public offering of Common Stock pursuant to an effective registration statement filed under the Securities Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation.
Appears in 2 contracts
Samples: Rights Agreement, Investors’ Rights Agreement (Cafepress Inc.)
Termination of Certain Rights. The Company’s 's obligations under ----------------------------- Sections 4.1 1.1 and 4.2 1.2 above will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the "Securities ---------- Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation."). ---
Appears in 2 contracts
Samples: Series a Preferred Stock Purchase Agreement (Asymetrix Learning Systems Inc), Rights Agreement (Asymetrix Learning Systems Inc)
Termination of Certain Rights. The Company’s 's obligations under Sections 4.1 and 4.2 above ----------------------------- Section 3.1 will terminate upon the earliest of (i) the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective a registration statement filed with and declared effective by the SEC under the Securities Act, or upon a (ii) the acquisition (by merger, acquisition consolidation or other business combination in which the holders otherwise) of the Company’s outstanding capital stock immediately prior Company where the surviving entity is subject to the transaction do not retain a majority reporting requirements of the voting capital stock in the surviving corporationExchange Act.
Appears in 2 contracts
Samples: Investors' Rights Agreement (Tier Technologies Inc), Investors' Rights Agreement (Tier Technologies Inc)
Termination of Certain Rights. The Company’s 's obligations under ----------------------------- Sections 4.1 1.1 and 4.2 1.2 above will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation."). ---------------
Appears in 2 contracts
Samples: Investors Rights Agreement (Onsale Inc), Series B Preferred Stock Exchange Agreement (Asymetrix Learning Systems Inc)
Termination of Certain Rights. The Company’s 's obligations under Sections 4.1 1.1 and 4.2 1.2 above will terminate upon the earlier to occur of (a) the closing of the Company’s initial first public offering of Common Stock pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the "1933 Act"), or upon a merger, acquisition or other business combination in and (b) the time at which the holders Company becomes subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the "1934 Act"), other than in connection with the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation's initial public offering.
Appears in 2 contracts
Samples: Investors' Rights Agreement (Netscreen Technologies Inc), Investors' Rights Agreement (Netscreen Technologies Inc)
Termination of Certain Rights. The Company’s obligations under Sections 4.1 1.1, 1.2 and 4.2 1.4 above will terminate upon the earlier of (a) the closing of the Company’s initial public offering of Class A Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the “Securities Act, or upon ”) and (b) a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock Deemed Liquidation Event (as defined in the surviving corporationRestated Certificate).
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Basis Global Technologies, Inc.), Investors’ Rights Agreement (Basis Global Technologies, Inc.)
Termination of Certain Rights. The Company’s 's obligations under Sections 4.1 and 4.2 above will ----------------------------- Section 2.1 shall terminate upon the earliest of (i) the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective a registration statement filed with and declared effective by the SEC under the Securities ActAct (the "Company's Initial Public Registration"), or upon a (ii) acquisition (by merger, acquisition ------------------------------------- consolidation or other business combination in which the holders otherwise) of the Company’s outstanding capital stock immediately prior Company where the surviving entity is subject to the transaction do not retain a majority reporting requirements of the voting capital stock in the surviving corporationExchange Act.
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Termination of Certain Rights. The Company’s 's obligations under Sections 4.1 and 4.2 Section 1.1 above will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation").
Appears in 1 contract
Samples: Rights Agreement (Virage Logic Corp)
Termination of Certain Rights. The Company’s 's obligations under ----------------------------- Sections 4.1 1.1, 1.2 and 4.2 1.3 above will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, or upon a merger, acquisition or other business combination in which ," and with such offering being referred to herein as the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation"IPO").
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Termination of Certain Rights. The Company’s 's obligations under Sections 4.1 and 4.2 above ----------------------------- this Section will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective firmly underwritten registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation."). --------------
Appears in 1 contract
Termination of Certain Rights. The Company’s 's obligations under ----------------------------- Sections 4.1 1.1 and 4.2 1.2 above will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation."). --------------
Appears in 1 contract
Samples: Investors' Rights Agreement (Centaur Pharmaceuticals Inc)
Termination of Certain Rights. The Company’s 's obligations under ----------------------------- Sections 4.1 l.l and 4.2 1.2 above will terminate upon the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, or upon a merger, acquisition or other business combination in which the holders of the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporation").
Appears in 1 contract
Samples: Investor Rights Agreement (Analytical Graphics Inc)
Termination of Certain Rights. The Company’s 's obligations under ----------------------------- Sections 4.1 1.1 and 4.2 1.2 above will terminate upon the earliest of (i) the closing of the Company’s 's initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the "Securities Act, ") or upon a (ii) acquisition (by merger, acquisition consolidation or other business combination in which the holders otherwise) of the Company’s outstanding capital stock immediately prior Company where the surviving entity is subject to the transaction do not retain a majority reporting requirements of the voting capital stock in Securities Exchange Act of 1934, as amended (the surviving corporation"1934 Act").
Appears in 1 contract
Samples: Rights Agreement (Inktomi Corp)
Termination of Certain Rights. The Company’s obligations under Sections 4.1 1.1 and 4.2 1.2 above will terminate upon the closing of the Company’s initial public offering of Common Stock pursuant to an effective registration statement filed under the U.S. Securities Act of 1933, as amended (the “Securities Act”); provided, however, that the Company shall, after such offering, deliver to Major Investors copies of its quarterly reports on Form 10-Q (or upon a merger, acquisition or other business combination in which any successor form) filed with the holders of SEC (as defined below) promptly after their filing with the Company’s outstanding capital stock immediately prior to the transaction do not retain a majority of the voting capital stock in the surviving corporationSEC.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Leadis Technology Inc)