Common use of Termination of Registration Rights Clause in Contracts

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 5 contracts

Samples: Series C Preferred Stock Purchase Agreement (Mp3 Com Inc), Series C Preferred Stock Purchase Agreement (Mp3 Com Inc), Series C Preferred Stock Purchase Agreement (Mp3 Com Inc)

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Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven upon the earlier to occur of (7i) three (3) years after the date of the Company's ’s Initial Offering. In addition, a or (ii) as to any Holder's registration rights shall expire if , at such time as such Holder could sell all of its Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation during any 90 day period under Rule 144 during any ninety (90) day periodof the Securities Act.

Appears in 3 contracts

Samples: Investor Rights Agreement (Mirna Therapeutics, Inc.), Investor Rights Agreement (Mirna Therapeutics, Inc.), Investor Rights Agreement (Mirna Therapeutics, Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 Sections 2.2, 2.3, and 2.4 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if with respect to any Holder when all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) -day period.

Appears in 3 contracts

Samples: Investor Rights Agreement (National Patent Development Corp), Investor Rights Agreement (Gp Strategies Corp), Investor Rights Agreement (Valera Pharmaceuticals Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7a) five years after the date of the Company's Initial Offering. In additiona Qualified IPO or (b) as to any Holder, a Holder's registration rights shall expire if such time at which all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may can be sold in any three-month period without limitation under registration in compliance with Rule 144 during any ninety (90) day periodwithout volume or other limitations.

Appears in 3 contracts

Samples: Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if and when all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 3 contracts

Samples: Investor Rights Agreement (Noosh Inc), Investor Rights Agreement (Noosh Inc), Investor Rights Agreement (Noosh Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 3 contracts

Samples: Investor Rights Agreement (Cardionet Inc), Investor Rights Agreement (Mercata Inc), Series B Preferred Stock Purchase Agreement (Mercata Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of Convertible Note Closing Date. Notwithstanding the Company's Initial Offering. In additionforegoing, a each Holder's registration rights shall expire if (i) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90144(k) day periodunder the Securities Act.

Appears in 3 contracts

Samples: Investor Rights Agreement (Gilead Sciences Inc), Investor Rights Agreement (Triangle Pharmaceuticals Inc), Investor Rights Agreement (Triangle Pharmaceuticals Inc)

Termination of Registration Rights. All registration rights granted to a Holder under this Article II (other than under Section 2 2.3 with respect to underwritten offerings) shall terminate and be of no further force and effect seven upon the earlier of (7i) years after the date fifth anniversary of the Company's consummation of the Initial Offering. In addition, a Holder's registration rights shall expire if Offering and (ii) such date as all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under in the manner described in Rule 144 during any ninety (90) day period.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Vastera Inc), Investors' Rights Agreement (Vastera Inc), Stock Transfer Agreement (Vastera Inc)

Termination of Registration Rights. All registration rights granted under The obligations of the Company to register any Holder's Registrable Shares pursuant to this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date hereof or, with respect to any Holder, at such time as all of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to of such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation within a three month period under Securities and Exchange Commission Rule 144 during any ninety (90) day period144.

Appears in 3 contracts

Samples: Registration Rights Agreement (Mercantile Equity Partners Iii L P), Registration Rights Agreement (Mercantile Equity Partners Iii L P), Registration Rights Agreement (Vsource Inc)

Termination of Registration Rights. All The registration rights granted under pursuant to this Section 2 1 shall terminate and be (i) upon the seventh anniversary of no further force and effect seven (7) years after the effective date of the Initial Public Offering or (ii) if earlier, as to any individual Holder, at such time after the Company's Initial Offering. In addition, a Holder's registration rights shall expire if Public Offering as all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may can be sold within any three-month period without limitation under compliance with the registration requirements of the Securities Act pursuant to Rule 144 during any ninety (90including Rule 144(k)) day periodpromulgated thereunder.

Appears in 3 contracts

Samples: Investors Rights Agreement (Aurora Biosciences Corp), Preferred Stock Purchase Agreement (Aurora Biosciences Corp), Series D Preferred Stock Purchase Agreement (Aurora Biosciences Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven upon the earlier of: (7a) five (5) years after the date of the Company's ’s Initial OfferingOffering or (b) the occurrence of an event contemplated by Subsection 3(g) of Section C of Article IV of the Restated Certificate. In addition, a Holder's ’s registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former membersaffiliates) may be sold without limitation under in a single transaction pursuant to Rule 144 during any ninety (90) day period144.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (ProNAi Therapeutics Inc), Investor Rights Agreement (ProNAi Therapeutics Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) collectively, the Holders hold less than 1% of the Company's outstanding Common Stock and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 3 contracts

Samples: Registration Rights Agreement (Goamerica Inc), Escrow Agreement (Goamerica Inc), Registration Rights Agreement (Goamerica Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven two (72) years after the date of the Company's Initial Offeringthis Agreement. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 3 contracts

Samples: Series a Preferred Stock Purchase Agreement (Axys Pharmecueticals Inc), Series a Preferred Stock Purchase Agreement (Axys Pharmecueticals Inc), Series a Preferred Stock Purchase Agreement (Axys Pharmecueticals Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven if (7a) years after the date Company has completed its Initial Offering and is subject to the provisions of the Company's Initial Offering. In additionExchange Act, a Holder's registration rights shall expire if and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nimblegen Systems Inc), Registration Rights Agreement (Nimblegen Systems Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven upon the earlier of: (7a) five (5) years after the date of the Company's ’s Initial OfferingOffering or (b) the occurrence of an event contemplated by Subsection 3(c) of Section C of Article IV of the Restated Certificate. In addition, a Holder's ’s registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former membersaffiliates) may be sold without limitation under in a single transaction pursuant to Rule 144 during any ninety (90) day period144.

Appears in 2 contracts

Samples: Investor Rights Agreement (Gemphire Therapeutics Inc.), Investor Rights Agreement (Gemphire Therapeutics Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 Article II shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 144(k) during any ninety (90) day period.

Appears in 2 contracts

Samples: Investor Rights Agreement (Ipass Inc), Investor Rights Agreement (Ipass Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if both of the following conditions occur: (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 2 contracts

Samples: Investor Rights Agreement (Wildblue Communications Inc), Investor Rights Agreement (Volterra Semiconductor Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 Article II shall terminate and be of no further force and effect seven five (75) years after the date closing of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 2 contracts

Samples: Investor Rights Agreement (Intuitive Surgical Inc), Investor Rights Agreement (Intuitive Surgical Inc)

Termination of Registration Rights. All registration rights granted under this Section Article 2 shall terminate and be of no further force and effect seven two (72) years after the date of the Company's Initial Offering. In additionhereof or, a as to any Holder's registration rights shall expire if , such earlier time at which all Registrable Securities held by and issuable to such Holder (and any affiliate of the Holder with whom such Holder must aggregate its Affiliates, partners, former partners, members and former memberssales under Rule 144) may can be sold without limitation under Rule 144 during in any ninety (90) day periodperiod without registration in compliance with Rule 144.

Appears in 2 contracts

Samples: Registration Rights Agreement (It&e International Group), Registration Rights Agreement (Lavin Philip T)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) five years after the date of the Company's ’s Initial Offering. In addition, a Holder's ’s registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former membersaffiliates) may be sold without limitation under Rule 144 during any ninety (90) 90 day period.

Appears in 2 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Ambit Biosciences Corp)

Termination of Registration Rights. All registration rights granted ---------------------------------- under this Section 2 shall terminate and be of no further force and effect seven on the date five (75) years after the date of the Company's Initial Offeringthis Agreement. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Genstar Therapeutics Corp), Registration Rights Agreement (Genstar Therapeutics Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) three years after the date of the Company's ’s Qualified Initial Public Offering. In addition, a Holder's ’s registration rights shall expire expire, and the Registrable Securities then owned by or issuable to such Holder shall no longer be deemed “Registrable Securities,” if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may could be sold without limitation under Rule 144 under the Securities Act, including Rule 144(k), during any ninety (90) -day period.

Appears in 2 contracts

Samples: Investor Rights Agreement (SCP Vitalife Partners II LP), Investor Rights Agreement (Recro Pharma, Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 144k during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Clarent Corp/Ca)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (NxStage Medical, Inc.)

Termination of Registration Rights. All The registration rights granted under pursuant to this Section 2 Agreement shall terminate and be as to any Shareholder upon the earlier to occur of no further force and effect seven (7i) four (4) years after the date of Company's initial public offering, or (ii) at such time after the Company's Initial Offering. In addition, a Holder's registration rights shall expire if initial public offering as all of the Registrable Securities then held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) Shareholder may be sold without limitation under within any three (3) month period pursuant to Rule 144 during any ninety (90) day period144.

Appears in 1 contract

Samples: Registration Rights Agreement (Shrena Software Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven four (74) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire sooner if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act; and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period...

Appears in 1 contract

Samples: Investor Rights Agreement (Docent Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Blue Martini Software Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Channelpoint Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven after the earlier of (7i) three (3) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if or (ii) the date when the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day periodperiod under Rule 144 (or successor rule promulgated by the SEC, other than under Rule 144(k)).

Appears in 1 contract

Samples: Investors' Rights Agreement (Dynavax Technologies Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven four (74) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 144(k) during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Corgentech Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven four (74) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Vitria Technology Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 of the Securities Act during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Requisite Technology Inc /Co)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven ten (710) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by (i) the Company has completed its Initial Offering and issuable is subject to the provisions of the Exchange Act, (ii) such Holder (together with its affiliates, partners and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.holds less than 1% of

Appears in 1 contract

Samples: Investors' Rights Agreement (Quokka Sports Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (First Consulting Group Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the effective date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Wireless Facilities Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven six (76) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if the Company has completed its Initial Offering and all Registrable Securities shares of Common Stock of the Company issuable or issued upon conversion of the Shares held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under pursuant to Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Peninsula Pharmaceuticals Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall will terminate and be of no further force and effect seven (7) three years after the date closing of the Company's Initial Offering. In addition, a Holder's registration rights shall will expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (b) all Registrable Securities held by and issuable to such Holder (together with its affiliates, partners and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) 91-day period.

Appears in 1 contract

Samples: Investors Rights Agreement (Oregon Baking Co Dba Marsee Baking)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) three years after the date of the Company's Initial Offeringthis Agreement. In addition, a Holder's registration rights shall expire if (a) the Company is subject to the provisions of the Exchange Act, (b) such Holder (together with its affiliates, partners and former partners) holds less than 1% of the Company's outstanding Common Stock and (c) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) 90 day period.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Pentastar Communications Inc)

Termination of Registration Rights. All The right of any Holder to request registration rights granted under this or inclusion in any registration pursuant to Section 2 2.2, 2.3 or 2.5 shall terminate and be of no further force and effect seven upon the earlier of (7i) five (5) years after the date of the closing of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if Public Offering or (ii) Common Shares issuable upon conversion of all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investors' Rights Agreement (Medibuy Com Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 2.2 or Section 2.3 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Non-Preferred Holder's registration rights shall expire if (a) such Holder (together with its affiliates, partners and former partners) holds less than 1% of the Registrable Securities, or (b) all Registrable Securities held by and issuable to such Non-Preferred Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Non Preferred Holder Rights Agreement (Informax Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven at the earlier of (7i) three (3) years after the date of the Company's Initial Offering. In additionQualified IPO, a Holder's registration rights shall expire if all Registrable Securities held by and issuable (ii) with respect to any Investor (together with affiliates and partners), such Holder (and its Affiliates, partners, former partners, members and former members) time as such Investor may be sold without limitation sell under Rule 144 144k or sell all such shares during any ninety (90) day periodone quarter period under Rule 144.

Appears in 1 contract

Samples: Investor Rights Agreement (Accent Optical Technologies Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (ii) all Registrable Securities held by and issuable issued to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Theglobe Com Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 1 shall terminate and be of no further force and effect seven (7) years after the date following the closing of the Company's Initial Offering. In additionOffering or, a as to any Holder's registration rights shall expire , if all the Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under immediately pursuant to Rule 144 during any ninety (90) day periodwithout restriction.

Appears in 1 contract

Samples: Investors' Rights Agreement (Telocity Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven four (74) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire sooner if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act; and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Docent Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 6.2 shall terminate and be of no further force and effect seven (7) five years after the date of the Company's Initial Offeringhereof. In addition, a Holderan Investor's registration rights shall expire if six months after the date on which all Registrable Securities held by and issuable to of such Holder (and its Affiliates, partners, former partners, members and former members) Investor's Shares may be sold without limitation under Rule 144 during any ninety (90) -day period.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Softbank Technology Ventures Vi L P)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Mp3 Com Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offeringthis Agreement. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be immediately sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Cayenta Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's consummation of the Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be immediately sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Cayenta Inc)

Termination of Registration Rights. All registration rights granted to a Holder under this Section 2 7 shall terminate and be of no further force and effect seven (7) years after upon the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if on which all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period. This Section 7 and the registration rights granted hereunder shall terminate in their entirety ten (10) years from the date of this Agreement.

Appears in 1 contract

Samples: Series B Preferred Stock Purchase Agreement (Gilead Sciences Inc)

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Termination of Registration Rights. All registration rights granted under this Section 2 2.2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) such Holder (together with its affiliates, partners and former partners) holds less than 1% of the Registrable Securities, or (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Informax Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.all

Appears in 1 contract

Samples: Investor Rights Agreement (Homestead Com Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven six (76) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Arena Pharmaceuticals Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Oculex Pharmaceuticals Inc /)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be provided for in Sections 2.1 or 2.2 expire on the earlier of no further force and effect seven (7i) five years after following the date hereof or (ii) the date on which all Registrable Securities have been sold (other than in a privately negotiated sale) pursuant to Rule 144 (or any successor provision) under the Securities Act. For the avoidance of doubt, this Agreement and the Company's Initial Offering. In additionobligations hereunder shall continue regardless of whether or not the Second Lien Credit Agreement, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesas amended, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day periodbetween the parties is then in effect.

Appears in 1 contract

Samples: Registration Rights Agreement (Tecumseh Products Co)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven at the earlier of (7a) five (5) years after the date of the Company's Initial Offering or (b) after the Company's Initial Offering. In addition, with respect to a particular Holder's registration rights shall expire if , at such time as (i) the Holder is entitled to sell all Registrable Securities held by and issuable to such Holder (and of its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during shares in any ninety (90) day periodperiod pursuant to SEC Rule 144 and (ii) the Holder owns less than one percent (1%) of the Registrable Securities.

Appears in 1 contract

Samples: Investor Rights Agreement (SGX Pharmaceuticals, Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven on the earlier of (7i) the date which is five (5) years after the date of following the Company's Initial Offering. In addition, a Holder's registration rights shall expire if Offering and (ii) the date when all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may can be sold without limitation as to volume or manner of sale under Rule 144 during any ninety (90) day period144.

Appears in 1 contract

Samples: Investors' Rights Agreement (Dean & Deluca Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder the Investor (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor's Rights Agreement (Endosonics Corp)

Termination of Registration Rights. All registration rights ---------------------------------- granted under this Section 2 5.11 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offeringthis Agreement. In addition, a HolderSeller's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) Seller may be immediately sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Asset Purchase Agreement (Communications World International Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if once all Registrable Securities held by and issuable to such Holder Holders (and its Affiliatestheir affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (GAIN Capital Holdings, Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 Article II shall terminate and be of no further force and effect seven (7) years after the date of following the Company's Initial Offering. In addition, a any individual Holder's registration rights shall expire terminate if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under pursuant to Rule 144 underside Securities Act during any ninety (90) single 90 day period.

Appears in 1 contract

Samples: Investors' Rights Agreement (Sterigenics International)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all to the extent that Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Alibris Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offeringthis Agreement. In addition, a the Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Registration Rights Agreement (Axys Pharmecueticals Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date fifth anniversary of the closing of the Company's Initial Public Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed its Initial Public Offering and is subject to the provisions of the Exchange Act and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investors' Rights Agreement (Copper Mountain Networks Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Align Technology Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven upon the earlier of: (7a) five (5) years after the date of the Company's ’s Initial OfferingOffering or (b) the occurrence of an event contemplated by Subsection 3(c) of Part C of Article IV of the Restated Certificate. In addition, a Holder's ’s registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former membersaffiliates) may be sold without limitation under in a single transaction pursuant to Rule 144 during any ninety (90) day period144.

Appears in 1 contract

Samples: Investor Rights Agreement (Helix TCS, Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate to Holders, with respect to an individual Holder, when he/she can sell all shares in one quarter under Rule 144 and be of no further force and effect seven (7) as to all Holders, three years after the date Company becomes subject to the reporting requirements of the Company's Initial Offering. In additionSecurities Exchange Act of 1934, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day periodas amended.

Appears in 1 contract

Samples: Investor Rights Agreement (F5 Networks Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's ’s Initial Offering. In addition, a Holder's ’s registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Prestwick Pharmaceuticals Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 Agreement shall terminate and be of no further force and effect seven four (74) years after the date of Effective Date or, if earlier, whenever all the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) Warrant Shares may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Credit Agreement (Interface Systems Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial a Qualified Public Offering. In addition, a Holder's registration rights shall expire if (i) the Company has completed a Qualified Public Offering and is subject to the provisions of the Exchange Act, and (ii) all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) such Holder's affiliates may be sold without limitation under Rule 144 during any ninety (90) day periodperiod without relying on Rule 144(k).

Appears in 1 contract

Samples: Investor Rights Agreement (Myogen Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after on the fifth anniversary of the date of the Company's Initial Offeringhereof. In addition, a Holder's registration rights shall expire if immediately when all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day periodperiod without volume limitations.

Appears in 1 contract

Samples: Registration Rights Agreement (Us Search Corp Com)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Earthshell Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Securities Act of 1934, as amended from time to time, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Packetvideo Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven upon the earlier of: (7a) three (3) years after the date of the Company's Initial Offering. In additionOffering or (b) with respect to each Holder, a Holder's registration rights shall expire if when all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without any volume limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Diplomat Pharmacy, Inc.)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if with respect to all Registrable Securities held proposed to be sold by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) if (a) all such Registrable Securities may be sold without limitation under Rule 144 during any ninety (90) day periodperiod and (b) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Imarx Therapeutics Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's ’s Initial Offering. In addition, a Holder's ’s registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former membersaffiliates) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Ambit Biosciences Corp)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Snowball Com Inc)

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven three (73) years after the date of the Company's ’s Initial Offering. In addition, a Holder's ’s registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven (7) three years after the date of the Company's ’s Initial Offering. In addition, a Holder's ’s registration rights shall expire if (a) the Company has completed its Initial Offering and is subject to the provisions of the Exchange Act, and (b) all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Investor Rights Agreement

Termination of Registration Rights. All registration rights granted under this Section 2 shall terminate and be of no further force and effect seven five (75) years after the date of the Company's Initial Offeringthis Agreement. In addition, a Holder's registration rights shall expire if all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, partners and former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Option Agreement (Corvas International Inc)

Termination of Registration Rights. All With respect to a given Holder, all registration rights granted under this Section 2 shall terminate and be of no further force and effect seven upon the earlier to occur of (7i) five (5) years after the date of the Company's Initial Offering. In addition, a Holder's registration rights shall expire if or (ii) the date upon which all Registrable Securities held by and issuable to such Holder (and its Affiliatesaffiliates, partners, former partners, members and former members) may be sold without limitation under Rule 144 during any ninety (90) day period.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Gene Logic Inc)

Termination of Registration Rights. All registration rights ---------------------------------- granted under this Section 2 1 shall terminate and be of no further force and effect seven (7) years after the date following the closing of the Company's Initial Offering. In additionOffering or, a as to any Holder's registration rights shall expire , if all the Registrable Securities held by and issuable to such Holder (and its Affiliates, partners, former partners, members and former members) may be sold without limitation under immediately pursuant to Rule 144 during any ninety (90) day periodwithout restriction.

Appears in 1 contract

Samples: Investors' Rights Agreement (Telocity Delaware Inc)

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