Termination of Information 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 an underwritten initial public offering that results in an automatic conversion of all outstanding shares of Preferred Stock (a “Qualified Public Offering”), (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act or the outstanding capital stock of the Company is exchanged for shares that are registered under the Exchange Act, or (iii) upon a Deemed Liquidation Event, whichever event occurs first.
Appears in 2 contracts
Samples: Adoption Agreement (Foghorn Therapeutics Inc.), Investors’ Rights Agreement (Foghorn Therapeutics Inc.)
Termination of Information 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 an underwritten initial public offering that results in an automatic conversion of all outstanding shares of Preferred Stock (a “Qualified Public Offering”)the IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act or the outstanding capital stock of the Company is exchanged for shares that are registered under the Exchange Act, or (iii) upon a Deemed Liquidation EventEvent (as such term is defined in the Company’s Restated Certificate), provided that such Liquidation Event results in consideration to the Investors consisting solely of cash proceeds and/or publicly traded securities, whichever event occurs first.
Appears in 2 contracts
Samples: Adoption Agreement (AveXis, Inc.), Adoption Agreement (AveXis, Inc.)