Termination of Information and Inspection Rights. The covenants of the Company and the rights of any Holder set forth in this Section 3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.
Termination of Information and Inspection Rights. The rights and covenants set forth in Sections 8.1 and 8.2 shall terminate and be of no further force or effect upon the earlier occurrence of (i) the closing of a Qualified IPO, (ii) the date that the Company becomes subject to the reporting requirements of Section 13 and Section 15 of the Securities Act of 1934, as amended; or (iii) a Liquidation Event.
Termination of Information and Inspection Rights. The rights and covenants set forth in Sections 5.1 and 5.2 shall terminate and be of no further force or effect upon the closing of a Qualified IPO. Notwithstanding anything to the contrary, (a) the rights of any Series D Investor set forth in Sections 5.1 and 5.2 and 5.4 shall terminate immediately upon the earlier of (i) the equity interest held by such Series D Investor in the Company becoming less than 5% of the Company’s then total outstanding share capital on Fully-Diluted Basis, or (ii) such Series D Investor no longer having any representative, either a Director or an Observer, on the Board of Directors, or (iii) any Xxxxxxxx Default having occurred, and (b) the rights of any Series E Investor set forth in Sections 5.1 and 5.2 and 5.4 shall terminate immediately at such time as such Series E Investor in the Company becoming less than 4.5% of the Company’s then total outstanding share capital on Fully-Diluted Basis).
Termination of Information and Inspection Rights. The provisions of this Article III will terminate at such time as members of the Sumitomo Group Beneficially Own, in the aggregate, less than 10% of the issued and outstanding Common Shares of the Company.
Termination of Information and Inspection Rights. The covenants set forth in Sections 2.1 and 2.2 shall terminate as to each Major Holder and be of no further force or effect when 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 is consummated or 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 occur first.
Termination of Information and Inspection Rights. The information and inspection Rights described in Sections 7.2 and 7.3 shall terminate upon the consummation of a Qualified IPO.
Termination of Information and Inspection Rights. The covenants set forth in Subsection 3.1 and Subsection 3.2 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company becomes subject to the periodic reporting requirements of Section 12(b), 12(g) or 15(d) of the Exchange Act following the date on which the Company deregisters or is otherwise no longer subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation, whichever event occurs first.
Termination of Information and Inspection Rights. The Company's ------------------------------------------------ obligations under Section 1.1 and 1.2 will terminate (i) immediately prior to the closing of a firm commitment underwritten public offering pursuant to an effective registration statement filed under the Securities Act of 1933 as amended (the "Securities Act"), covering the offer and sale of Common Stock for -------------- the account of the Company in which the aggregate public offering proceeds to the Company (before deduction of underwriters' discounts and commissions) equals or exceeds $20,000,000 and the public offering price per share of which equals or exceeds $5.50 per share before deduction of underwriters' discounts and commissions (such price per share of Common Stock to be appropriately adjusted to reflect Common Stock Events (as defined in subsection 6.5 of the Company's Restated Certificate of Incorporation)) (an "IPO"); (ii) upon a merger, sale, --- liquidation or consolidation of the Company in which the stockholders immediately prior to such event do not retain a majority of the voting power in the surviving corporation or company; or (iii) on the sale of all or substantially all of the Company's assets. The obligations of each Investor under Section 1.3 shall survive the termination of its rights under Section 1.1 or 1.2 of this Agreement.
Termination of Information and Inspection Rights. To the extent any rights of the Investors under Section 11.1 or 11.2 violates, or would otherwise cause the Company to be in breach of, the Applicable Securities Laws or the applicable listing rules or requirements of an Eligible Exchange, such rights shall terminate and be of no further force or effect upon a Qualified IPO.
Termination of Information and Inspection Rights. The rights granted under this Section 4 may be assigned by an Investor to any transferee of such Investor’s shares of Series AA Preferred Stock, Series BB Preferred Stock, Series CC Preferred Stock, Series DD Preferred Stock, Series AA Investors Common Shares, Conversion Stock, or Common Stock issued upon conversion of Prior Preferred. The Company’s obligations under Sections 4.1 and 4.2 above shall terminate immediately prior to (i) the closing of a public offering of the Common Stock of the Company which is effected pursuant to a registration statement filed with, and declared effective by, the Securities and Exchange Commission under the Securities Act of 1933, as amended, if (A) such public offering would result in the automatic conversion of the New Preferred Stock pursuant to the terms of the Company’s Certificate of Incorporation, as amended) and the securities registered thereunder are sold or (B) the New Preferred Stock is otherwise automatically converted in connection with such public offering or (ii) the effectiveness of an acquisition of the Company which shall include either (A) the merger or consolidation of the Company into or with another corporation whereupon the shareholders of the Company shall own less than a majority of the voting securities of the surviving corporation or its parent, or (B) the sale, transfer or lease (but not including a transfer or lease by pledge or mortgage to a bona fide lender) of all or substantially all of the assets of the Company.
