Common use of Company Registration Clause in Contracts

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing of such notice by the Company in accordance with Section 5.3, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Voyager Group Usa-Brazil LTD), ' Rights Agreement (Drugstore Com Inc), ' Rights Agreement (Drugstore Com Inc)

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Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its capital stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretorelating solely to the sale of securities to participants in a Company stock plan, a registration in which relating to a corporate reorganization or other transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredAct, or any a registration on any form which (including Form S-4 and Form S-8) that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities, or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.81.3(c), use its best efforts to cause a registration statement to be registered under the Securities Act become effective, which includes all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: ’ Rights Agreement (Fibrogen Inc), Registration Rights Agreement (Raining Data Corp)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating solely to the sale of securities to employees of the Company pursuant to a stock option, Xxxx X-0 stock purchase or any successors theretosimilar plan, or a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, relating to a Rule 145 transaction or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), ) the Company shall, at each such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.82.6, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Registration Rights Agreement (Qt 5 Inc), Registration Rights Agreement (Qt 5 Inc)

Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including whether for this purpose a registration effected by the Company for stockholders other than the Holdersits own account or otherwise) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than (i) a registration relating solely to the sale of securities to participants in a Company stock plan, (ii) a registration relating to a corporate reorganization or other transaction on Form X-0S-4 or under Rule 145 of the Act, Xxxx X-0 or any successors thereto, (iii) a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities, (iv) a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered, or (v) a registration pursuant to Section 2.1), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.36.6, the Company shall, subject to the provisions of Section 1.82.2(c), use all reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Investor Rights Agreement (Bellicum Pharmaceuticals, Inc), Investor Rights Agreement (Bellicum Pharmaceuticals, Inc)

Company Registration. (a) If (but without any obligation to do so) at any time after the earlier of (i) January 1, 2008 or (ii) 180 days after the effective date of the registration statement pertaining to an IPO, the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, an Excluded Registration or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) 20 days after mailing of such notice by the Company in accordance with Section 5.34.5, the Company shall, subject to the provisions of Section 1.82.8, use all commercially reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered if any stock of the Company is registered.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Artes Medical Inc), Investors’ Rights Agreement (Artes Medical Inc)

Company Registration. If (but without any obligation to do so) the -------------------- Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its capital stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information, other than information related to the selling shareholders or their plan of distribution, as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) 20 days after mailing of such notice by the Company in accordance with Section 5.39.6, the Company shall, subject to the provisions of Section 1.86.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Diamond Technology Partners Inc), Stock Purchase Agreement (Diamond Technology Partners Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock or other equity securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretoS-4 , a registration relating solely to the sale of securities to participants in which the only a Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable SecuritiesSecurities or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) twenty calendar days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.88, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Registration Rights Agreement (Usa Detergents Inc), Registration Rights Agreement (Church & Dwight Co Inc /De/)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the HoldersLimited Partners) any of its stock or other securities under the Securities Act of 1933, as amended (the "Securities Act") in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder Limited Partner written notice of such registration. Upon the written request of each Holder Limited Partner given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.312 of this Agreement, the Company shall, subject to the provisions of Section 1.8paragraph 8.9 below, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder Limited Partner has requested to be registeredregistered to the extent of 25% of the total shares to be sold in the offering.

Appears in 2 contracts

Samples: Exchange Rights Agreement (Mission West Properties Inc), Exchange Rights Agreement (Mission West Properties/New/)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors theretoa transaction covered by Rule 145 under the Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Smartdisk Corp), Investors' Right Agreement (Smartdisk Corp)

Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company pursuant to Section 1.2 on behalf of Initiating Holders and including registration effected by the Company for stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under include in the Securities Act registration statement all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Webridge Inc), Investors' Rights Agreement (Webridge Inc)

Company Registration. If (a) Commencing two years after the effective date of the Company's first registered public offering of stock, if (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) 20 days after mailing of such notice by the Company in accordance with Section 5.39.6, the Company shall, subject to the provisions of Section 1.87.6, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Debenture Purchase Agreement (Biosite Diagnostics Inc), Debenture Purchase Agreement (Biosite Diagnostics Inc)

Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretorelating solely to the sale of securities to participants in a Company stock plan, a registration in which relating to a corporate reorganization or other transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredAct, or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities, or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at least thirty (30) days prior to the filing of such timeregistration statement, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.81.3(c), use all reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Rights Agreement (Adexa Inc), Rights Agreement (Adexa Inc)

Company Registration. If (but without any obligation to do so) prior to the termination of the Company's obligations hereunder as set forth in Section 10 hereof, the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock Common Stock under the Securities Act in connection with the a firmly underwritten public offering solely of such securities Common Stock and solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each the Holder given within fifteen (15) 10 days after mailing of such notice by the Company in accordance with Section 5.311.2 of this Agreement, the Company shall, subject to the provisions of Section 1.86 hereof, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 2 contracts

Samples: Investor Rights Agreement (Sonicblue Inc), Investor Rights Agreement (Via Technologies Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the an underwritten public offering of such securities solely for cash (other than a registration on Form X-0relating solely to the sale of securities to employees of the Company pursuant to a stock option, Xxxx X-0 stock purchase or any successors theretosimilar plan, or a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, relating to a Rule 145 transaction or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), ) the Company shall, at each such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.2, the Company shall, subject to the provisions of Section 1.82.6, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Ricex Co)

Company Registration. If (but without any obligation to do so) the Company proposes to register Register (including for this purpose a registration Registration effected by the Company for stockholders other than the HoldersShareholder) any of its stock Common Stock under the Securities Act in connection with the a public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 Registration relating solely to the sale of securities to participants in a Company stock plan or any successors thereto, a registration in which transaction covered by Rule 145 under the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSecurities Act, or any registration Registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder the Shareholder written notice of such registrationRegistration. Upon the written request of each Holder the Shareholder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.311 hereof, the Company shall, subject to the provisions of Section 1.82(g) hereof, cause to be registered Registered under the Securities Act all of the Registrable Securities that each such Holder the Shareholder has requested to be registeredRegistered.

Appears in 1 contract

Samples: Investment Agreement (Medsolutions Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors theretoa transaction covered by Rule 145 under the Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen thirty (1530) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Neophotonics Corp)

Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than its stockholders, including but not limited to the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretorelating solely to the sale of securities to participants in a Company stock plan, a registration in which relating to a corporate reorganization or other transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredAct, or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities, or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing of such notice by the Company in accordance with Section 5.3this Agreement, the Company shall, subject to the provisions of Section 1.81.3(c), use its reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Investor Rights Agreement (Cohbar, Inc.)

Company Registration. If at any time after the Initial Public Offering, (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering in excess of $1,000,000 of such securities solely for cash in excess of $1,000,000 (other than a registration initiated by a Holder on Form X-0, Xxxx X-0 or any successors theretoS-3, a registration relating solely to the sale of securities to participants in which the only a Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredoption, stock purchase or any similar plan or a SEC Rule 145 transaction, a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable SecuritiesSecurities or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act include in such registration all of the Registrable Securities that each such Holder has requested to be registered, and shall use its best efforts to cause such registration statement to become effective.

Appears in 1 contract

Samples: Rights Agreement (Bluestone Software Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities other than the initial registered public offering of the Company's equity securities, solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredoption plan, or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder the Holders written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after the mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.8, use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered. The Holders' rights under this Section 1.3 may be exercised an unlimited number of times.

Appears in 1 contract

Samples: Registration Rights Agreement (Teekay Corp)

Company Registration. If (but without any obligation to do so) -------------------- the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the a public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, similar plan or to a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSEC Rule 145 transaction, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.34.5, the Company shall, subject to the provisions of Section 1.82.9, use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Wavesplitter Technologies Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the a public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, similar plan or to a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSEC Rule 145 transaction, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.35.5, the Company shall, subject to the provisions of Section 1.83.8, use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Oplink Communications Inc)

Company Registration. If (but without any obligation to do so) the Company proposes at any time to register (including for this purpose (i) a registration effected by the Company for stockholders Holders other than the HoldersHolder, and (ii) a registration of an initial public offering where Holders other than Holder are registering securities) any of its stock or other securities under the Securities Act in connection with the public offering whether or not for its own account of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) twenty days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.8, shall cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Pcquote Com Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretorelating solely to the sale of securities to participants in a Company stock plan, a registration in which relating solely to a corporate reorganization or other transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredAct, or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities, or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Cavium Networks)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating solely to the sale of securities to employees of the Company pursuant to a stock option, Xxxx X-0 stock purchase or any successors theretosimilar plan, relating to a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, Rule 145 transaction or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each such Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.38.6 hereof, the Company shall, subject to the provisions of Section 1.86.8 hereof, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Reorganization Agreement (Compressent Corp)

Company Registration. If (but without any obligation to do so) -------------------- the Company Company, at any time or from time to time, proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, similar plan or to a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSEC Rule 145 transaction, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.35.5, the Company shall, subject to the provisions of Section 1.83.8, use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Ramp Networks Inc)

Company Registration. If If, at any time or from time to time (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration effected on Form X-0, Xxxx X-0 S-3 at the request of one or any successors thereto, more stockholders of the Company or relating solely to the sale of securities to participants in a registration in which Company employee benefit plan or corporate reorganization or other transaction covered by Rule 145 promulgated under the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredAct, or any a registration on any form which does not permit secondary sales or include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.32.6 hereof, the Company shall, subject to the provisions of Section 1.81.6 hereof, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Crdentia Corp)

Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock securities under the Securities Act in connection with the public offering of such securities solely for cash (other than (i) a registration on Form X-0relating to a demand made pursuant to Sections 1.2 and 1.4, Xxxx X-0 or any successors thereto(ii) a registration relating solely to the sale of securities of participants in a Company equity incentive plan, a registration in which relating to a corporate reorganization or transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, Act or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.6, the Company shall, subject to the provisions of Section 1.81.3(c), use all commercially reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested requests to be registered.

Appears in 1 contract

Samples: Investors’ Rights Agreement (FX Alliance Inc.)

Company Registration. If (but without any obligation to do so) the Company proposes at any time after _____________, 1998 and before ______________, 2002 to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the HoldersHolder) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) 15 days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.88 hereof and Section 5 of the Warrant, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Laser Power Corp/Fa

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holdersstockholders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than the (a) first registration effected by the Company that covers Common Stock to be sold on its behalf to the public in an underwritten public offering, (b) a registration on Form X-0relating solely to the sale of securities to participants in a Company stock plan, Xxxx X-0 or any successors thereto, (c) a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable SecuritiesSecurities or (d) a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Motive Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Series C Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Series C Holder and each Prior Holder written notice of such registration. Upon the written request of each Series C Holder and Prior Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities registrable securities that each such Series C Holder or Prior Holder has requested to be registered.

Appears in 1 contract

Samples: Investors' Rights Agreement (Deltagen Inc)

Company Registration. If (but without any obligation to do so) -------------------- the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors thereto, a registration in which corporate reorganization or other transaction covered by Rule 145 under the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSecurities Act, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty-five (1525) days after mailing of such notice by the Company in accordance with Section 5.33.3, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Stamps Com Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors theretoa transaction covered by Rule 145 under the Securities Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen five (155) days after mailing of such notice by the Company in accordance with Section 5.33.4, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered."

Appears in 1 contract

Samples: Investors' Rights Agreement (Paypal Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities 1933 Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company employee stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after the mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.8, use its best efforts to cause to be registered under the Securities 1933 Act all of the Registrable Securities that each such Holder has requested to be registered. If the registration of which the Company gives notice is for a registered public offering involving an underwriting, the Company shall so advise the Holders as part of the written notice given pursuant to this Section 1.3. The Holders' rights under this Section 1.3 may be exercised an unlimited number of times.

Appears in 1 contract

Samples: ' Rights Agreement (800 Com Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including including, for this purpose purpose, a registration effected by the Company for stockholders other than the Holders) any of its capital stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretorelating solely to the sale of securities of participants in a Company stock plan, a registration in which relating to a corporate reorganization or transaction under SEC Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredAct, or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities, or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing of such notice by the Company in accordance with Section 5.3, the The Company shall, subject to the provisions of Section 1.8, use its commercially reasonable best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such any Holder has requested requests to be registeredregistered pursuant to a written notice delivered to the Company within twenty (20) days after mailing of the notice referred to above in this Section 1.3 by the Company in accordance with Section 3.6.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Castlight Health, Inc.)

Company Registration. If (If, but without any obligation to do so) , the Company proposes to register (including for this purpose a registration effected by the Company for stockholders the Holders or shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors theretorelating solely to the sale of securities to participants in a Company stock plan, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include (taking into account any information incorporated by reference) substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable SecuritiesSecurities or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of giving such notice by the Company in accordance with Section 5.34.5, the Company shall, subject to the provisions of Section 1.81.5, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: ' Rights Agreement (Hireright Inc)

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Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating solely to the sale of securities to participants in a Company stock plan, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredrelating to a corporate reorganization or other transaction under Rule 145, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Cryocor Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities stock solely for cash (other than a registration statement on Form X-0, Xxxx X-0 S-4 or Form S-8 or any successors theretoother form relating solely to the sale of securities to participants in a Company stock plan, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable SecuritiesSecurities or a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each any Holder given within fifteen thirty (1530) days after mailing the sending of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.82.7, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Investor Rights Agreement (Quotesmith Com Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities securities, solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participant's in a Company stock plan or any successors thereto, a registration in which corporate reorganization or other transaction covered by Rule 145 under the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSecurities Act, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty-five (1525) days after mailing of such notice by the Company in accordance with Section 5.32.3, the Company shall, subject to the provisions of Section 1.8, . cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: ' Rights Agreement (Planet Zanett Inc)

Company Registration. If (but without any obligation to do so) at any time after the Initial Public Offering the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredsimilar plan or to an SEC Rule 145 transaction, or any a registration on any form which does not include substantially the same similar information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after the mailing of such notice by the Company in accordance with Section 5.35.5, the Company shall, subject to the provisions of Section 1.82.7, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Softbank Holdings Inc Et Al)

Company Registration. If (but without any obligation to do so) -------------------- the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, similar plan or to a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredSEC Rule 145 transaction, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.35.5, the Company shall, subject to the provisions of Section 1.83.8, use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Altigen Communications Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the HoldersHolders of Registrable Securities) any of its stock Common Stock under the Securities Act in connection with the public offering of such securities solely Common Stock for cash (other than a registration on Form X-0, Xxxx X-0 S-8 (or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, similar or any registration on any form which does not include substantially the same information as would be required successor form) relating to be included in a registration statement covering the sale of securities to participants in a Company stock plan or to other compensatory arrangements to the Registrable Securitiesextent includable on Form S-8 (or similar or successor form), or a registration on Form S-4 (or similar or successor form)), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.318, the Company shall, subject to the provisions of Section 1.89, use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered. The Company shall have no obligation under this Section 3 to make any offering of its securities, or to complete an offering of its securities that it proposes to make.

Appears in 1 contract

Samples: Registration Rights Agreement (Blue Truck Acquisition LLC)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company incentive stock plan or any successors theretoagreement or a transaction covered by Rule 145 under the Securities Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each any Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.3gives such notice, and provided the Company pursues such proposal, the Company shall, subject to the provisions of Section 1.8, use commercially reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Drinks Americas Holdings, LTD

Company Registration. (a) If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holder or Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating solely to the sale of securities to employees of the Company pursuant to a stock option, Xxxx X-0 stock purchase or any successors theretosimilar plan, or a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, relating to a Rule 145 transaction or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), ) the Company shall, at each such time, promptly give each the Holder or Holders written notice of such registration. Upon the written request of each any Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.81.3(b), cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Ricex Co)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors theretoa transaction covered by Rule 145 under the Securities Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.3, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Investors' Rights Agreement (Paypal Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors theretoa transaction covered by Rule 145 under the Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which that are also being registered, or any registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (E Piphany Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration relating solely to the sale of securities to participants in a Company stock plan, or a registration of securities issued in connection with a merger or other business combination effected by means of a registration statement on Form X-0, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredS-4, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.33.2, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Investor Rights Agreement (Clontech Laboratories Inc)

Company Registration. If (a) If, but without any obligation to do so) , the Company proposes to register (including for this purpose a registration effected initiated by the Company for itself or for the Holders or stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating solely to employee benefit plans, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredrelating solely to a SEC Rule 145 transaction, or any a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), ) the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing delivery of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Adoption Agreement (Whiteglove House Call Health Inc)

Company Registration. (a) If (but without any obligation to do so) at any time one year or more after the Initial Public Offering and prior to December 31, 2000, the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen thirty (1530) days after mailing of such notice by the Company in accordance with Section 5.32.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Healthdesk Corp)

Company Registration. If (but without any obligation to do so) the Company -------------------- proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredsimilar plan or to an SEC Rule 145 transaction, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after the mailing of such notice by the Company in accordance accor- dance with Section 5.35.5, the Company shall, subject to the provisions of Section 1.82.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Agreement (Beatnik Inc)

Company Registration. (a) If (but without any obligation to do soso under this Section 1) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors thereto, a registration in which relating to a corporate reorganization or other transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, Act or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing receipt of such notice by from the Company in accordance with Section 5.33.5, the Company shall, subject to the provisions of Section 1.81.3(c), use reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Globespan Semiconductor Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Register able Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing of such notice by the Company in accordance with Section 5.3, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Register able Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: ' Right Agreement (Voyager Group Inc/Ca/)

Company Registration. If (but without any obligation to do so) the -------------------- Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing of such notice by the Company in accordance with Section 5.33.3, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Eoexchange Inc/Ca)

Company Registration. If (but without any obligation to do so) -------------------- the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen (15) days after mailing and concurrent transmission by facsimile, where applicable and where the Company has such Holder's facsimile number, of such written notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Shareholder Rights Agreement (Rita Medical Systems Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating solely to the sale of securities to employees of the Company pursuant to a stock option, Xxxx X-0 stock purchase or any successors theretosimilar plan, relating to a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, Rule 145 transaction or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each such Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.37.6 hereof, the Company shall, subject to the provisions of Section 1.86.8 hereof, cause to be registered under the Securities Act all of the Registrable Securities (except for Preferred Stock) that each such Holder has requested to be registeredregistered to the extent permitted by applicable law and regulation.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Vesta Insurance Group Inc)

Company Registration. If (but without any obligation to do so) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the Holders) any of its stock under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors theretoa transaction covered by Rule 145 under the Act, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, or any registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen thirty (1530) days after mailing of such notice by the Company in accordance with Section 5.3Company, the Company shall, subject to the provisions of Section 1.8, shall cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Note Purchase Agreement (Chubasco Resources Corp.)

Company Registration. (a) If (but without any obligation to do so) at any time after _______, 1999, and prior to _______, 2000, the Company proposes to register (including for this purpose a registration effected by the Company for stockholders shareholders other than the Holders) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 or any successors thereto, relating solely to the sale of securities to participants in a registration in which the only Company stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredplan, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen thirty (1530) days after mailing of such notice by the Company in accordance with Section 5.32.5, the Company shall, subject to the provisions of Section 1.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Healthdesk Corp)

Company Registration. If (but without any obligation to do so) -------------------- the Company proposes to register (including for this purpose a registration effected by the Company for stockholders Shareholders other than the Holders) any of its stock Common Stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0relating either to the sale of securities to participants in a Company stock option, Xxxx X-0 stock purchase or any successors thereto, a registration in which the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registeredsimilar plan or to an SEC Rule 145 transaction, or any a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each Holder written notice of such registration. Upon the written request of each Holder given within fifteen twenty (1520) days after mailing of such notice by the Company in accordance with Section 5.35.5, the Company shall, subject to the provisions of Section 1.83.8, cause to be registered under the Securities Act all of the Registrable Securities that each such Holder has requested to be registered.

Appears in 1 contract

Samples: Rights Agreement (Brio Technology Inc)

Company Registration. (a) If (but without any obligation to do soso under this Section 1) the Company proposes to register (including for this purpose a registration effected by the Company for stockholders other than the HoldersHolder) any of its stock or other securities under the Securities Act in connection with the public offering of such securities solely for cash (other than a registration on Form X-0, Xxxx X-0 relating solely to the sale of securities to participants in a Company stock plan or any successors thereto, a registration in which relating to a corporate reorganization or other transaction under Rule 145 of the only stock being registered is Common Stock issuable upon conversion of debt securities which are also being registered, Act or any a registration on any form which that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities), the Company shall, at such time, promptly give each the Holder written notice of such registration. Upon the written request of each the Holder given within fifteen twenty (1520) days after mailing receipt of such notice by from the Company in accordance with Section 5.32.5, the Company shall, subject to the provisions of Section 1.81.3(c), use its best efforts to cause to be registered under the Securities Act all of the Registrable Securities that each such the Holder has requested to be registered.

Appears in 1 contract

Samples: Registration Rights Agreement (Globespan Inc/De)

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