Common use of Notice of Piggyback Registration and Inclusion of Registrable Securities Clause in Contracts

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event the Company decides to register any of its Common Stock (either for its own account or the account of a security holder), other than pursuant to a Registration Statement which exclusively relates to the registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Shares, the Company will: (1) promptly give the Subscriber written notice thereof (which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky or other state securities laws) and (2) include in such registration (and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Shares specified in a written request delivered to the Company by the Subscriber within 10 days after delivery of such written notice from the Company.

Appears in 2 contracts

Samples: Subscription Agreement (Biozone Pharmaceuticals, Inc.), Subscription Agreement (Biozone Pharmaceuticals, Inc.)

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Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event the Company decides to register Register any of its Common Stock (either for its own account or the account of a security holder)holder or holders, other than pursuant to but excluding any registration solely in connection with an employee benefit or stock ownership plan) on a form that would be suitable for a Registration Statement which exclusively relates to the registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Sharesinvolving solely Registrable Securities, the Company will: (1i) promptly give the Subscriber each Holder written notice thereof (which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky or other state securities laws) and (2ii) include in such registration Registration (and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Shares Registrable Securities specified in a written request delivered to the Company by the Subscriber any Holder within 10 fifteen (15) days after delivery of such written notice from the Company.

Appears in 2 contracts

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

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in In the event the Company decides to register Register any of its Common Stock (either for its own account or the account of a security holder), other than pursuant to a Registration Statement which exclusively relates to the registration of securities under an employee stock optionon Form S-4 or S-8 or any successor forms), purchase, bonus or other benefit plan, then for so long as the Subscriber holds Sharesits own account for cash in a firm commitment underwritten offering on a form that would be suitable for a registration involving Registrable Securities, the Company willshall: (1i) promptly promptly, but in any event within 10 days of such decision, give the Subscriber each Holder written notice thereof (which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky blue sky or other state securities laws) and (2ii) include in such registration Registration (and any related qualification under Blue Sky blue sky laws or other compliance), and in any underwriting involved therein, all the Shares Registrable Securities specified in a written request delivered to the Company by the Subscriber any Holder within 10 20 days after delivery of such written notice from the CompanyCompany of the proposed Registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Baxter International Inc), Registration Rights Agreement (Nexell Therapeutics Inc)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event if the Company decides to register Register any of its Common Stock (either for its own account or the account of a security holder), holder or holders exercising their respective demand registration rights other than pursuant to Sections 2.1 or 2.2) on a Registration Statement which exclusively relates to the form that would be suitable for a registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Sharesinvolving solely Registrable Securities, the Company will: (1a) promptly give the Subscriber each Holder written notice thereof (which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky or other state securities laws) and (2b) include in such registration Registration (and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Shares Registrable Securities specified in a written request delivered to the Company by the Subscriber any Holder within 10 days after delivery of such written notice from the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Phenomix CORP)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event if the Company decides to register Register any of its Common Stock Ordinary Shares (either for its own account or the account of a security holder)holder or holders exercising their respective demand registration rights, other than Holders exercising their demand rights pursuant to Section 7 hereof) on a form that would be suitable for a Registration Statement which exclusively relates to the registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Sharesinvolving solely Registrable Securities, the Company willshall: (1a) promptly give the Subscriber each Holder written notice thereof (which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such those securities under the applicable Blue Sky or other state securities laws) ); and (2b) include in such registration that Registration (and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Shares Registrable Securities specified in a written request delivered to the Company by the Subscriber any Holder within 10 20 days after delivery of such the written notice from the Company.

Appears in 1 contract

Samples: Shareholders Agreement (China Digital TV Holding Co., Ltd.)

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Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in on or after the event date that is six months from the date of this Agreement, if the Company decides to register Register any of its shares of Common Stock (either for its own account or the account of a security holder), other than pursuant to holder or holders exercising their respective demand registration rights) on a form that would be suitable for a Registration Statement which exclusively relates to the registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Sharesinvolving solely Registrable Securities, the Company will: (1a) promptly give the Subscriber Investors written notice thereof (which shall will include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky blue sky or other state securities laws) and (2b) include in such registration Registration (and any related qualification under Blue Sky blue sky laws or other compliance), and in any underwriting involved therein, all of the Shares Registrable Securities specified in a written request delivered to the Company by the Subscriber an Investor within 10 20 days after delivery of such written notice from the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (New Source Energy Corp)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event if the Company decides to register Register any of its Common Stock Shares (either for its own account or the account of a security holder), anyone other than an Investor) in connection with a public offering of such Common Shares solely for cash (other than a registration in a Rule 145 transaction, pursuant to a Registration Statement which exclusively relates on Form F-4, or an offering solely to the registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Sharesemployees), the Company will: shall (1a) promptly give the Subscriber each Holder written notice thereof (which shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities those Common Shares under the applicable Blue Sky Laws or other state securities lawsLaws) and (2b) include in such registration that Registration (and any related qualification under Blue Sky laws Laws or other compliance), and in any underwriting involved therein, all of the Shares Registrable Securities specified in a written request delivered to the Company by the Subscriber any Holder within 10 15 business days after delivery of such the written notice from the Company, subject to Section 5.2 hereof.

Appears in 1 contract

Samples: Investor Rights Agreement (Tivo Inc)

Notice of Piggyback Registration and Inclusion of Registrable Securities. Subject to the terms of this Agreement, in the event the Company decides to register Register (defined below) any of its Common Stock (either for its own account or the account of a security holderholder or holders exercising their respective demand registration rights) on a form that would be suitable for a registration involving solely Registrable Securities (defined below), other than pursuant to a Registration Statement which exclusively relates to the registration of securities under an employee stock option, purchase, bonus or other benefit plan, then for so long as the Subscriber holds Shares, the Company company at its sole cost and expense will: (1i) promptly give the Subscriber Grantee written notice thereof (which notice shall include a list of the jurisdictions in which the Company intends to attempt to qualify such securities under the applicable Blue Sky or other state securities laws) and (2ii) include in such registration Registration (and any related qualification under Blue Sky laws or other compliance), and in any underwriting involved therein, all the Shares registrable Securities specified in a written request delivered to the Company by the Subscriber Grantee within 10 fifteen (15) days after delivery of such written notice from the Company.

Appears in 1 contract

Samples: Security Pledge Agreement (Jreck Subs Group Inc)

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