Common use of Termination of Information and Inspection Covenants Clause in Contracts

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (c) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate.

Appears in 9 contracts

Samples: Investors’ Rights Agreement (Lemonade, Inc.), Investors’ Rights Agreement (Lemonade, Inc.), Investors’ Rights Agreement (Anaplan, Inc.)

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Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 3.1 and 2.2 3.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Restated CertificateCertificate of Incorporation (as amended from time to time).

Appears in 3 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Natera, Inc.), Investors’ Rights Agreement (Natera, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the Company’s sale of securities its Common Stock in a firm commitment underwritten public offering pursuant to a registration statement filed by the Company on Form S-1 under the Act that results in connection with the firm commitment underwritten offering of its securities aggregate proceeds to the general publicCompany in excess of $25,000,000, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Restated CertificateCertificate of Incorporation (as amended from time to time).

Appears in 2 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Veeva Systems Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation (as amended from time to time), in which the consideration paid to the shareholders is cash or publicly traded securities.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Marketo, Inc.), Investors’ Rights Agreement (Marketo, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (c) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate, pursuant to which the Investors receive only cash and/or marketable securities.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Qualtrics International Inc.), Investors’ Rights Agreement (Qualtrics International Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur occur, or (c) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate, pursuant to which the Investors receive only cash and/or securities of a company that is subject to the reporting requirements of the 1934 Act.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Slack Technologies, Inc.), Rights Agreement (Slack Technologies, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (NephroGenex, Inc.), Investors’ Rights Agreement (Care Capital III LLC)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, ; (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (c) the consummation of a Liquidation Event, Event (as that term is defined in the Restated Certificate) in which the consideration received by the Investors is in the form of cash and/or marketable securities.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Guardant Health, Inc.), Investors’ Rights Agreement (Guardant Health, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Restated CertificateCertificate of Incorporation (as amended from time to time), in which the consideration received by the Investors consists solely of cash and/or publicly traded securities.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Coupa Software Inc), Investors’ Rights Agreement (Coupa Software Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general publicInitial Offering, (b) when the Company first becomes subject to the periodic reporting requirements of Sections Section 12(g) or 15(d) of the 1934 Act, whichever event shall first occur occur, or (c) the consummation of a Liquidation Event, as that term is defined in the Restated CertificateCompany’s Certificate of Incorporation (as amended from time to time).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (FireEye, Inc.), Investors’ Rights Agreement (FireEye Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier earliest to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general publicCompany’s Initial Offering, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur occur, or (ciii) the consummation of a Liquidation Event, as that term is defined in the Restated CertificateCertificate of Incorporation.

Appears in 2 contracts

Samples: Adoption Agreement (Karyopharm Therapeutics Inc.), Adoption Agreement (Karyopharm Therapeutics Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or and (ciii) the consummation of a Liquidation Event, as that term is defined in the Company's Restated Certificate of Incorporation (as amended from time to time) (the "Restated Certificate").

Appears in 1 contract

Samples: Investors' Rights Agreement (Penson Worldwide Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Restated CertificateCertificate of Incorporation (as amended from time to time).

Appears in 1 contract

Samples: Rights Agreement (Data Domain, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) 13 or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Restated CertificateArticles.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Restore Medical, Inc.)

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Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or and (ciii) the consummation of a Liquidation Event, as that term is defined in the Company's Restated CertificateCertificate of Incorporation (as amended from time to time).

Appears in 1 contract

Samples: Rights Agreement (Penson Worldwide Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Amended and Restated CertificateArticles of Incorporation (as amended from time to time).

Appears in 1 contract

Samples: Rights Agreement (Responsys Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 3.1 and 2.2 3.2 shall terminate and be of no further force or effect upon the earlier earliest to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or and (c) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate.

Appears in 1 contract

Samples: Investors’ Rights Agreement (ARMO BioSciences, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier earliest to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur Act or (ciii) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Victory Acquisition Corp)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or and (c) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate.

Appears in 1 contract

Samples: Investors’ Rights Agreement (ContextLogic Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation (as amended from time to time).

Appears in 1 contract

Samples: Investors’ Rights Agreement (Fitbit Inc)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 3.1 and 2.2 3.2 shall terminate and be of no further force or effect upon the earlier to occur of (a) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (b) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or and (c) the consummation of a Liquidation EventTransaction, as that term is defined in the Restated CertificateCertificate and (d) the consummation of a SPAC Transaction.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Blend Labs, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Deemed Liquidation Event, as that term is defined in the Restated CertificateArticles.

Appears in 1 contract

Samples: Stock Purchase Agreement (Orion Energy Systems, Inc.)

Termination of Information and Inspection Covenants. The covenants set forth in Sections 2.1 and 2.2 shall terminate and be of no further force or effect upon the earlier to occur of (ai) the consummation of the sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the firm commitment underwritten offering of its securities to the general public, (bii) when the Company first becomes subject to the periodic reporting requirements of Sections 12(g) 13 or 15(d) of the 1934 Act, whichever event shall first occur or (ciii) the consummation of a Liquidation Event, as that term is defined in the Restated Certificate.

Appears in 1 contract

Samples: Investors’ Rights Agreement (EnteroMedics Inc)

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