Request by Holders. If the Company shall at any time after an initial underwritten public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale of securities to employees of the Company pursuant to a share option, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% of the Registrable Securities then outstanding that the Company file a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days of the receipt of such written request, give written notice of such request (“Request Notice”) to all Holders, and use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request Notice, subject only to the limitations of this Section 3.3.
Appears in 2 contracts
Sources: Investors' Rights Agreement (Jupai Holdings LTD), Investors' Rights Agreement (Jupai Holdings LTD)
Request by Holders. If the Company shall receive at any time after an initial underwritten public offering the earlier of its Ordinary Shares five (other than pursuant to a registration statement related either to 5) years from the sale of securities to employees Effective Date or six (6) months after the effective date of the Company pursuant to a share optionQualified IPO, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% a majority of the Registrable Securities then outstanding (the “Initiating Holders”) that the Company file a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.32.2, then the Company shall, within ten twenty (1020) Business Days of days after the receipt of such written requestrequest (except if Section 2.2(e)(2) is applicable), give written notice of such request (the “Request Notice”) to all Holders, and use its reasonable best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that which Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty fifteen (2015) days after their receipt of the Request Notice, subject only to the limitations of this Section 3.32.
Appears in 2 contracts
Sources: Investors’ Rights Agreement (Energy & Power Solutions, Inc.), Investors’ Rights Agreement (Energy & Power Solutions, Inc.)
Request by Holders. If the Company shall receive, at any time after an initial underwritten public offering the earlier of its Ordinary Shares (other than pursuant to i) December 31, 2021, or (ii) six (6) month after a registration statement related either to the sale of securities to employees of the Company pursuant to a share optionQualified IPO, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% ten percent (10%) of the Registrable Securities then outstanding that the Company file files a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days of after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders, . The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request NoticeSecurities, subject only to the limitations of this Section 3.3.
Appears in 2 contracts
Sources: Shareholder Agreement (ForU Worldwide Inc.), Shareholder Agreement (ForU Worldwide Inc.)
Request by Holders. If Subject to the terms of this Agreement, if the Company shall shall, at any time after an initial underwritten public offering the expiry of its Ordinary Shares six (other than pursuant to 6) months following the effective date of a registration statement related either to the sale of securities to employees of the Company pursuant to a share option, share purchase or similar plan or for an SEC Rule 145 transaction)IPO, receive a written request from the Holders of at least 2520% of the Registrable Securities then outstanding that the Company file a registration statement under the Securities Act (other than Form F-3 or Form S-3) covering the registration of at least 25% of the Registrable Securities then outstanding of such Holders with aggregate gross proceeds (prior to Selling Expenses) expected to be in excess of US$25,000,000 pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days of after the receipt of such written request, give written notice of such request (“Request Notice”) to all the Holders, and use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all the Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request Notice, subject only to the limitations of this Section 3.3.
Appears in 2 contracts
Sources: Shareholder Agreement (Gracell Biotechnologies Inc.), Shareholder Agreement (Gracell Biotechnologies Inc.)
Request by Holders. If the Company shall receive, at any time after an initial underwritten public offering the earlier of its Ordinary Shares (other than pursuant to a registration statement related either to i) the sale of securities to employees sixth (6th) anniversary of the Company pursuant to Closing, or (ii) six (6) month after a share optionQualified IPO, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% ten percent (10%) of the Registrable Securities then outstanding that the Company file files a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days of after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders, . The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request NoticeSecurities, subject only to the limitations of this Section 3.3.
Appears in 2 contracts
Sources: Shareholder Agreement (Yuanbao Inc.), Shareholder Agreement (Yuanbao Inc.)
Request by Holders. If Subject to Section 9 of this Agreement, if the Company shall at any time after an initial underwritten public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale of securities to employees of the Company pursuant to a share option, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of possessing collectively at least twenty-five percent (25% %) of the Outstanding Registrable Securities then outstanding that the Company file a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.32, then the Company shall, within ten (10) Business Days of the receipt of such written request, give written notice of such request (“Request Notice”) to all the Holders, and use its best efforts to effect, as soon as practicable, but in any event no later than sixty (60) days after receipt of the Request Notice, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by providing written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request Notice, subject only to the limitations of set forth in this Section 3.32.
Appears in 2 contracts
Sources: Registration Rights Agreement (Home Inns & Hotels Management Inc.), Registration Rights Agreement (Ctrip Com International LTD)
Request by Holders. If the Company shall at any time after an initial underwritten public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale of securities to employees of the Company pursuant to a share option, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders any Major Purchaser (or any of at least 25% of the Registrable Securities then outstanding its successors, permitted assigns or transferees, each, an “Initiating Holder”) that the Company file a registration statement under the Securities Act (other than Form F-3 or Form S-3) covering the registration of at least 25% all of the Registrable Securities then outstanding of such requesting Major Purchaser pursuant to this Section 3.33, then the Company shall, within ten (10) Business Days of the receipt of such written request, give written notice of such request (the “Request Notice”) to all Holdersthe Holders of the Registrable Securities, and use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all the Registrable Securities that the Holders request to be registered and included in such registration (including the Initiating Holder(s)) by written notice given by such Holders to the Company within twenty (20) days Business Days after their receipt of the Request Notice, subject only to the limitations of this Section 3.3.
Appears in 2 contracts
Sources: Convertible Note Purchase Agreement (58.com Inc.), Convertible Note Purchase Agreement (Warburg Pincus & Co.)
Request by Holders. If the Company shall at At any time after an initial underwritten the expiration of 180 days after the effective date of a public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale Company's shares that results in conversion of securities to employees all outstanding shares of Preferred Stock of the Company, upon receipt by the Company pursuant to a share option, share purchase or similar plan or an SEC Rule 145 transaction), receive of a written request from the Holders of at least 25% fifty (50%) percent of the Registrable Securities then outstanding that the Company file a registration statement under the Securities Act covering the registration of an amount of Registrable Securities with respect to at least 2550% of the outstanding Registrable Securities then outstanding pursuant to this Section 3.3Securities, then the Company shallwill, within ten (10) Business Days business days of the receipt of such written request, give written notice of such request (“"Request Notice”") to all Holders, and use its best efforts to effect, as soon as practicablepracticable and in any event within sixty (60) days of receipt of such request, the registration under the Securities Act of all Registrable Securities that which the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request Notice, subject only to the limitations of this Section 3.32.2.
Appears in 1 contract
Sources: Investors' Rights Agreement (Quatrx Pharmaceuticals Co)
Request by Holders. If the Company shall receive at any time after an the earlier of August 19, 2005, or six (6) months after the effective date of the Company’s initial underwritten public offering of its Ordinary Shares (other than securities pursuant to a registration statement related either to filed under the sale of securities to employees of the Company pursuant to a share option, share purchase or similar plan or Securities Act (an SEC Rule 145 transaction“IPO”), receive a written request from the Holders of at least 25% thirty percent (30%) of the Registrable Securities then outstanding that the Company file a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.32.2, then the Company shall, within ten thirty (1030) Business Days of days after the receipt of such written request, give written notice of such request (“Request Notice”) to all Holders, and use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that which Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request Notice, subject only to the limitations of this Section 3.3.2; provided, however, that the Registrable Securities requested by all
Appears in 1 contract
Sources: Investors’ Rights Agreement (Leadis Technology Inc)
Request by Holders. If the Company shall receive, at any time after the earlier of (i) forty-eight (48) months from the Series E+ Third Additional Closing Date, or (ii) six (6) months after an initial underwritten public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale of securities to employees of the Company pursuant to a share optionIPO, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% ten percent (10%) of the Registrable Securities then outstanding that the Company file files a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.3, then the Company shall, within ten (10) Business Days of after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders, . The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Requested Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request NoticeRequested Securities, subject only to the limitations of this Section 3.3.
Appears in 1 contract
Request by Holders. If the Company shall receive from Holders (the "INITIATING HOLDERS") at any time or times not earlier than one hundred and eighty (180) days after the effective date of the first registration statement filed by the Company covering an initial underwritten public offering of any of its Ordinary Shares (other than pursuant to a registration statement related either securities to the sale of securities to employees of the Company pursuant to a share optiongeneral public, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from that the Holders of Company effect any registration with respect to at least twenty-five percent (25% %) of the Registrable Securities then outstanding that Then Outstanding (or any lesser percentage if the Company file a registration statement under the Securities Act covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.3aggregate offering price exceeds Twenty-five Million Dollars ($25,000,000)), then the Company shall, within ten (10) Business Days business days of the receipt of such written requestthereof, give written notice of such request (“Request Notice”) to all Holders, and use its best efforts subject to the limitations of this Section 1.2, effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that the Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request Notice, subject only to the limitations of this Section 3.31.2.
Appears in 1 contract
Request by Holders. If the Company shall receive, at any time after the earlier of (i) March 31, 2022, or (ii) one hundred eighty (180) days after an initial underwritten public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale of securities to employees of the Company pursuant to a share optionIPO, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% ten percent (10%) of the Registrable Securities Securities, then outstanding that the Company file files a registration statement under the Securities Act (other than Form F-3 or Form S-3) covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.32 of Exhibit C, then the Company shall, within ten (10) Business Days of after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders, . The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request NoticeSecurities, subject only to the limitations of this Section 3.3.2 of Exhibit C.
Appears in 1 contract
Request by Holders. If the Company shall receive, at any time after the earlier of (i) March 31, 2021, or (ii) one hundred eighty (180) days after an initial underwritten public offering of its Ordinary Shares (other than pursuant to a registration statement related either to the sale of securities to employees of the Company pursuant to a share optionIPO, share purchase or similar plan or an SEC Rule 145 transaction), receive a written request from the Holders of at least 25% ten percent (10%) of the Registrable Securities Securities, then outstanding that the Company file files a registration statement under the Securities Act (other than Form F-3 or Form S-3) covering the registration of at least 25% of the Registrable Securities then outstanding pursuant to this Section 3.32 of Exhibit C, then the Company shall, within ten (10) Business Days of after the receipt of such written request, give a written notice of such request (the “Request Notice”) to all Holders, . The Holders shall send a written notice stating the number of Registrable Securities requested to be registered and included in such registration (the “Request Securities”) to the Company within ten (10) Business Days after receipt of the Request Notice. The Company shall thereafter use its best efforts to effect, as soon as practicable, the registration under the Securities Act of all Registrable Securities that Holders request to be registered and included in such registration by written notice given by such Holders to the Company within twenty (20) days after their receipt of the Request NoticeSecurities, subject only to the limitations of this Section 3.3.2 of Exhibit C.
Appears in 1 contract