Common use of Piggyback Clause in Contracts

Piggyback. (a) If Issuer at any time proposes for any reason to register its common stock under the Securities Act (other than on Form S-4 or Form S-8 promulgated under the Securities Act or any successor forms thereto), it shall promptly give written notice to each Permitted Right Holder of its intention so to register its common stock and, upon the written request, given within 10 business days after delivery of any such notice by Issuer, of any Permitted Right Holder to include in such registration Registrable Securities (which request shall specify the number of Registrable Securities proposed to be included in such registration), Issuer shall use its commercially reasonable best efforts to cause all such Registrable Securities to be included in such registration on the same terms and conditions as the securities otherwise being sold in such registration; provided that if, at any time after written notice of its intention to register any offering of securities and prior to the effective date of the registration statement filed in connection with such registration, Issuer will determine for any reason either not to register or to delay registration of such securities, Issuer may, at its election, give written notice of such determination to each Permitted Right Holder and, thereon, (i) in the case of a determination not to register, will be relieved of this obligation to register any Registrable Securities in connection with such registration (but not from the obligation to pay the Registration Expenses in connection therewith), and (ii) in the case of a determination to delay registering, will be permitted to delay registering any Registrable Securities, for the same period as the delay in registering such other securities. The right provided the Permitted Right Holders of the Registrable Securities pursuant to this section will be exercisable at their sole discretion upon the execution of this Agreement.