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 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than two (2) years after the closing date of the IPO; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 3 contracts

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

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Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than two four (24) years after the closing date of the IPOCompany’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 2.2, 2.3 or 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, 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 Securities Act pursuant to Rule 144 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 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two five (25) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

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

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two five (25) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 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 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two ten (210) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Centaur Pharmaceuticals Inc), Investors' Rights Agreement (Centaur Pharmaceuticals Inc)

Termination of the Company’s Obligations. The Company shall have no obligations obligations’ pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than two seven (27) years after the closing date Company's common stock is required to be and is registered under Section 12(g) of the IPO; Exchange Act or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: ’ Rights Agreement (First Look Studios Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 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 two seven (27) years after the closing date of the IPO; Company's initial public offering or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section Sections 2.2, 2.3 or Section 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 144(k) under the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Tengtu International Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two seven (27) years after the closing date of the IPOCompany’s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 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 2.2 through 2.4 Section 1 with respect to: (ai) any request or requests for registration made by any Holder the Investor on a date more than two five (25) years after the closing date of Closing Date under the IPOSecurities Purchase Agreement; or (bii) any Registrable Securities proposed to be sold by a Holder Investor in a registration pursuant to Section 2.2, 2.3 1.2 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asSection 1.3 if, in the reasonable opinion of counsel to the CompanyCompany experienced in securities laws and offerings, all such Registrable Securities proposed to be sold by a Holder Investor may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Aventura Holdings Inc.)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two five (25) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, in the opinion of counsel to the CompanyCompany addressed in writing to the Holder, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Virage Logic Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 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 two five (25) years after the closing date of the IPO; Initial Public Offering or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.21.2, 2.3 1.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time as1.4 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Acacia Research Corp)

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Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than two five (25) years after the closing date of a firm commitment underwritten public offering of the IPOCompany’s Common Stock; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (SemiLEDs Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date (i) more than two five (25) years after the closing date of the IPOa Qualified IPO or (ii) following a Deemed Liquidation Event; or and (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section Sections 2.2, 2.3 or 2.4 at if (i) the later Holder holds less than one percent of (x) eighteen months subsequent to the IPO or (y) such time as, in the opinion outstanding voting equity securities of counsel to the Company, and (ii) 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 Securities Act pursuant to Rule 144 under the Securities Act144.

Appears in 1 contract

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

Termination of the Company’s Obligations. The Company shall have ---------------------------------------- no obligations pursuant to Sections 2.2 through 2.2, 2.3 or 2.4 with respect to: to (ai) any request or requests for registration made by any Holder on a date more than two (2) which is four years after following the closing date of closing of the IPO; Company's initial public offering of Common Stock pursuant to an effective registration statement filed under the Securities Act, or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section Sections 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Inktomi Corp)

Termination of the Company’s Obligations. The Company shall have ---------------------------------------- no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two five (25) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder may be sold in a any and all three-month period periods without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investors' Rights Agreement (Extricity Inc)

Termination of the Company’s Obligations. The Company shall ---------------------------------------- have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two six (26) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, 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 Securities Act pursuant to Rule 144 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 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than two five (25) years after the closing date of the IPOCompany's initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 at the later of (x) eighteen months subsequent to the IPO or (y) such time asif, in the opinion of counsel to the CompanyCompany that is reasonably satisfactory to such Holder, all such Registrable Securities proposed to be sold by a Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investors' Rights Agreement (Sportsline Usa Inc)

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