Common use of Termination of the Company’s Obligations Clause in Contracts

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five years after the Closing; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.2, 5.3 or 5.4 if all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Act pursuant to Rule 144.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Southwall Technologies Inc /De/), Stock Purchase Agreement (GMX Associates Pte LTD), Stock Purchase Agreement (GMX Associates Pte LTD)

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Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of the Company's initial public offering; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Macromedia Inc), Investors' Rights Agreement (Chaparral Network Storage Inc), Agreement and Plan of Reorganization (Macromedia Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five four (4) years after the Closingclosing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time); or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 2.4 if all such Registrable Securities proposed to be sold by a such Holder may be sold in a three-three (3) month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 3 contracts

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

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 3.2 through 5.4 3.5 with respect to: (ai) any request or requests for registration made by any Holder CBS on a date more than five (5) years after the Closingclosing date of the Company's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder CBS in a registration pursuant to Section 5.23.2, 5.3 3.3 or 5.4 if 3.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder CBS may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 3 contracts

Samples: Stockholder Agreement (CBS Corp), Branding and Content Agreement (Sportsline Usa Inc), Branding and Content Agreement (CBS Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of the Company’s IPO; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the reasonable opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-three (3) month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act, the Company has completed its IPO and such Holder holds less than one percent (1%) of the outstanding Common Stock of the Company (assuming conversion or exercise of all convertible or exercisable securities for such purposes).

Appears in 3 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Aquantia Corp), Investors’ Rights Agreement (Aquantia Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five two (2) years after the Closingclosing date of the IPO; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time as, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investors’ Rights Agreement (Zynga Inc), Investors’ Rights Agreement (Zynga Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 this Agreement with respect to: (a) any request or requests for registration made by any Holder on a date more than five two (2) years after the Closingclosing date of the Company’s IPO; or (b) any Registrable Securities Shares proposed to be sold by a Holder in a registration pursuant to Section 5.2this Agreement if, 5.3 or 5.4 if in the opinion of counsel to the Company, all such Registrable Securities Shares proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (American Financial Realty Trust), Registration Rights Agreement (American Financial Realty Trust)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of the Company's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Brocade Communications Systems Inc), Investors' Rights Agreement (Broadbase Software Inc)

Termination of the Company’s Obligations. The Company shall ---------------------------------------- have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of the Company's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in the public market in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 2 contracts

Samples: Series a Preferred Stock Purchase Agreement (Asymetrix Learning Systems Inc), Investors' Rights Agreement (Asymetrix Learning Systems Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to this Section 2, and all registration rights set forth in Sections 5.2 through 5.4 with respect to2.2, 2.3 and 2.4 shall terminate, on the earlier of: (a) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of the Company’s initial public offering; or (b) any consummation of a Deemed Liquidation (as defined in Section 3.7 of Article IV of the Company’s Restated Certificate) or (c) the date on which all Registrable Securities proposed to be sold by a Holder may, in a registration pursuant the opinion of counsel to Section 5.2the Company, 5.3 or 5.4 if all such Registrable Securities proposed to be sold by a Holder may be sold in a three-three (3) month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Carbonite Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 provided in Section 2 hereof with respect to: (ai) any request or requests for registration made by any Holder on a date more than five three (3) years after the Closingconsummation of the Company’s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.2Sections 2.2, 5.3 2.3 or 5.4 2.4 hereof if all such Registrable Securities proposed to be sold by a Holder may then be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act without regard to subsection (k) thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Kranem Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 1.2 through 5.4 1.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five years after the Closingclosing date of the Company’s initial public offering; or (b) any an Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.21.2, 5.3 1.3 or 5.4 if 1.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-three month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Planet Payment Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 1.4, 1.5, or 1.6 with respect to: (a) any request or requests for registration made by any Holder on a date more than five four years after the Closing; closing of a Qualified Public Offering or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.2Sections 1.4, 5.3 1.5, or 5.4 if 1.6 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in without limitation during a three-month period without registration under the 1933 Act pursuant to Rule 144144 promulgated under the Securities Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Lpath, Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 2.2, 2.3 or Section 2.4 with respect to: to (a) any request or requests for registration made by any Holder on a date more than five seven (7) years after the Closing; closing date of the Company's initial public offering or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Sections 2.2, 2.3 or Section 5.22.4 if, 5.3 or 5.4 if in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144(k) under the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Tengtu International Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 Section 1.2 with respect to: (a) any request or requests for registration inclusion in a registration, which request is made by any Holder on a date more than five three (3) years after the Closingclosing date of the Company's initial public offering; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.21.2 if, 5.3 or 5.4 if in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month ninety (90) day period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Incidental Registration Rights Agreement (Cancervax Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: to (a) any request or requests for registration made by any Holder on a date more than five seven years after the Closing; or closing date of the IPO, and (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the reasonable opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-three month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

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

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 1.2 and 1.3 with respect to: (a) any request or requests for registration made by any Holder on a date more than five years after the Closing; first anniversary of the earlier of 1.2(a)(i) or (ii), or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.21.2 or 1.3 if, 5.3 or 5.4 if in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold held by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Source Energy Corp /Ut/)

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Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 Section 3, 4, 5 or 11 with respect to: : (ai) any request or requests for registration made by any Holder on a date more than five seven (7) years after the Closingclosing date of the Company's US Initial Public Offering; or or (bii) any Registrable Securities proposed to be sold by a Holder in a registration or sale pursuant to Section 5.2Sections 3, 5.3 4 or 5.4 if 5 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 or Regulation S under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Altaba Inc.)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 2-4 hereunder with respect to: (ai) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of the Company's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.2Sections 2-4 hereunder if, 5.3 or 5.4 if in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-three (3) month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Sinohub, Inc.)

Termination of the Company’s Obligations. The Company shall will have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five eight (8) years after the Closingclosing date of the IPO; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 hereof if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act and such Holder holds less than one percent (1%) of the outstanding stock of the Company.

Appears in 1 contract

Samples: Investors' Rights Agreement (Transmeta Corp)

Termination of the Company’s Obligations. The Company shall ---------------------------------------- have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than five six (6) years after the Closingclosing date of the Company's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Investors Rights Agreement (Onsale Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.3 through 5.4 2.5 with respect to: (ai) any request or requests for registration made by any Holder on a date more than five seven (7) years after the Closingclosing date of the Company’s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.3, 5.3 2.4 or 5.4 if 2.5 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Asthmatx Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 Section 3, 4, 5 or 11 with respect to: : (ai) any request or requests for registration made by any Holder on a date more than five seven (7) years after the Closingclosing date of the Company’s US Initial Public Offering; or or (bii) any Registrable Securities proposed to be sold by a Holder in a registration or sale pursuant to Section 5.2Sections 3, 5.3 4 or 5.4 if 5 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 or Regulation S under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Alibaba Group Holding LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 1.2, 1.3 and 1.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than five two (2) years after the Closing; date hereof or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.21.2, 5.3 1.3 or 5.4 if 1.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144(k) under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Vendingdata Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than five seven (7) years after the Closingclosing date of the Company’s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Broncus Technologies Inc/Ca)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 2.2 through 5.4 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than five (5) years after the Closingclosing date of a Qualifying IPO; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.22.2, 5.3 2.3 or 5.4 if 2.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Net Value Holdings Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 5.2 through 5.4 Section 1.2 with respect to: (a) any request or requests for registration made by any Holder on a date more than five years one year after the Closingclosing date of the Company's initial registered public offering of securities; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 5.21.2 if, 5.3 or 5.4 if in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the 1933 Securities Act pursuant to Rule 144144 under the Securities Act.

Appears in 1 contract

Samples: Asset Purchase Agreement (Audio Highway-Com)

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