Optional Registrations. If at any time or times after the date hereof (so long as IXC shall own Registrable Securities which are not eligible for sale by IXC under Rule 144(k) of the Securities Act), the Company shall determine to register any shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of the Common Stock under the Securities Act (whether in connection with a public offering of securities by the Company (a "primary offering"), a public offering of securities by shareholders (a "secondary offering"), or both, but not in connection with a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 or any other similar rule of the Commission under the Securities Act is applicable), the Company will promptly give written notice thereof to IXC. In connection with any such registration, if within 30 days after receipt of such notice IXC requests the inclusion of some or all of the Registrable Securities in such registration, the Company, subject to Section 2.7 hereof, will use its reasonable best efforts to effect the registration under the Securities Act of all such Registrable Securities; provided, that such registration is in connection with an underwritten public offering; and provided, further, that, if the underwriter determines that the registration of securities in excess of any amount to be registered by the Company would adversely affect such offering then the Company may (subject to the allocation priority set forth below) exclude from such registration and underwriting some or all of the Registrable Securities which would otherwise be underwritten pursuant to the notice described herein. The Company shall advise IXC promptly after such determination by the underwriter, and the number of shares of securities that are entitled to be included in the registration and underwriting shall be allocated in the following manner: the securities to be sold by the Company shall be included in such registration and underwriting, and, subject to Section 2.7 hereof, the number of additional shares that may be included in the registration and underwriting shall be allocated among IXC and all holders of other securities having registration rights granted by the Company requesting that such other securities be included in such registration and underwriting in proportion, as nearly as practicable, to their respective holdings of Registrable Securities and such other securities. All expenses of the re...
Optional Registrations. If at any time or times after the date hereof, the Company shall seek to register any shares of its capital stock or securities convertible into capital stock under the Securities Act (whether in connection with a public offering of securities by the Company (a "primary offering"), a public offering of securities by shareholders of the Company (a "secondary offering"), or both), the Company will promptly give written notice thereof to each Investor (the "Holders," subject to Section 7.7) holding Registrable Securities as hereinafter defined in Section 7.3
Optional Registrations. If at any time or times after the date hereof, the Corporation shall determine to register any of its Common Stock or securities convertible into or exchangeable or exercisable for Common Stock under the Securities Act (whether in connection with a public offering of securities by the Corporation (a "primary offering"), a public offering thereof by shareholders (a "secondary offering"), or both, but not in connection with a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 or any other similar rule of the Commission under the Securities Act is applicable), it agrees to do the following:
Optional Registrations. (a) If, at any time or from time to time after the date hereof, the Company shall determine to register any shares of its capital stock or securities convertible into capital stock under the Securities Act (whether in connection with a public offering of securities by the Company (a "primary offering"), for the account of any security holder or holders of the Company (a "secondary offering"), or both), the Company shall promptly give written notice thereof to each Series Preferred Stockholder holding Registrable Securities (as hereinafter defined in Section 9.4 below) then outstanding, Jalkut (for so long as he shall hold Registrable Securities) and the Founder (for so long as he shall hold Founder Securities); provided, however, that such notice obligation shall not apply to any registration:
Optional Registrations. If at any time or times after the date hereof, the Company determines to register any of its equity securities (for whatever reason) for its own account or the account of any of its stockholders (whether in connection with a primary offering, a secondary offering or any combination thereof) under the Securities Act of 1933, as amended (the "Securities Act") (other than in connection with a registration effected solely to implement an employee benefit plan or a business combination transaction or any other similar transaction for which a registration statement on Form S-4 under the Securities Act or any comparable successor form is applicable), the Company will promptly give written notice thereof to the Holders of Registrable Securities (as defined in Section 1.2). In connection with any such registration, if within thirty (30) days after receipt by the Holders of such notice, the Company receives a written request from a Holder or Holders for the inclusion of some or all of the Registrable Securities owned by it or them in such registration (such request to state the number of Registrable Securities intended to be disposed of by such Holder or Holders), the Company will use its best efforts to include in such registration under the Securities Act all Registrable Securities which such Holder or Holders requested to be registered.
Optional Registrations. If at any time or times after the date hereof, the Company shall seek to register any shares of its capital stock or securities convertible into or exercisable or exchangeable for capital stock under the Securities Act (whether in connection with a public offering of securities by the Company (a "primary offering"), a public offering of securities by shareholders of the Company (a "secondary offering"), or both), the Company will promptly give written notice thereof to each Investor (the "Holders," subject to Section 7.7 below) holding Registrable Securities as hereinafter defined in Section 7.3 below. If within 30 days after their receipt of such notice one or more Holders request in a writing delivered to the Company the inclusion of some or all of the Registrable Securities owned by them in such registration, the Company will use its best efforts to effect the registration under the Securities Act of all Registrable Securities requested to be so included. In the case of the registration of shares of capital stock by the Company in connection with any underwritten public offering, if the underwriter(s) determines that marketing factors require a limitation on the number of Registrable Securities to be offered, the Company shall not be required to register Registrable Securities of the Holders in excess of the amount, if any, of shares of the capital stock which the principal underwriter of such underwritten offering shall reasonably and in good faith agree to include in such offering in excess of any amount to be registered for the Company; provided, however, that the number of shares of Registrable Securities of the Holders included in any such offering subsequent to the Company's first Qualified Public Offering shall in no event be less than twenty percent (20%) of the aggregate number of shares of capital stock to be registered, unless the aggregate number of shares of Registrable Securities the Holders requested in writing to be included in such offering is less than twenty percent (20%) of the aggregate number of shares of capital stock to be registered. If any limitation of the number of shares of Registrable Securities to be registered by the Holders is required pursuant to this Section 7.1, the number of Registrable Securities that may be included in the registration on behalf of the Holders shall be allocated among the Holders or the holders of any other registration rights in proportion, as nearly as practicable, to the respective holdings of R...
Optional Registrations. (a) If, at any time or from time to time after the Investor has closed an initial public offering of the Investor Common Stock, the Investor decides to register any of the Investor Common Stock or securities convertible or exchangeable for Investor Common Stock under the Securities Act on a form suitable for an offering for cash, other than a registration solely to implement an employee benefit plan or a transaction to which Rule 145 or any other similar rule of the Securities and Exchange Commission (the "Commission") is applicable, the Investor will promptly give written notice to the Company, and the Investor will use reasonable efforts to effect the registration under the Securities Act of all Registrable Securities (as defined in Section 10.2) that the Company requests be included in such registration by a written notice delivered to the Investor within fifteen (15) days after the notice given by the Investor.
Optional Registrations. If at any time or times after the date hereof Seller shall determine to register any shares of Common Stock or securities convertible into or exchangeable or exercisable for shares of the Common Stock under the 1933 Act (whether in connection with a public offering of securities by the Company (a "primary offering"), a public offering of securities by shareholders (a "secondary offering"), or both, but not in connection with a registration effected solely to implement an employee benefit plan or a transaction to
Optional Registrations. (a) If the Company decides to register any of its Common Stock or securities convertible into or exchangeable for Common Stock under the Securities Act on a form suitable for an offering for cash, other than a registration solely to implement an employee benefit plan or a transaction to which Rule 145 or any other similar rule of the Commission is applicable, the Company will promptly give written notice to the Investor, and the Company will use all reasonable efforts to effect the registration under the Securities Act of the Registrable Securities (as defined in SECTION 4.3) if the Investor requests such securities be included in such registration by a written notice delivered to the Company within fifteen (15) days after the notice given by the Company. The Investor shall have the right to one optional registration pursuant to this SECTION 4.1.
Optional Registrations. If at any time or times after the date hereof, the Company shall determine to register any of its Common Stock or securities convertible into or exchangeable or exercisable for Common Stock under the Securities Act (whether in connection with a public offering of securities by the Company (a "primary offering"), a public offering thereof by shareholders (a "secondary offering"), or both, but not in connection with a registration effected solely to implement an employee benefit plan or a transaction to which Rule 145 or any other similar rule of the Securities and Exchange Commission (the "Commission") under the Securities Act is applicable), it agrees to do the following:
