Common use of Restrictions on Public Sale by the Company and Others Clause in Contracts

Restrictions on Public Sale by the Company and Others. The Company agrees not to make any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for its equity securities, including a sale under Regulation D of the Securities Act or under any other exemption of the Securities Act (except as part of the underwritten registration or pursuant to registrations on Form S-8 or any successor form), during the seven days prior to and the 90 days after the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration unless the managing underwriters agree otherwise. The Company also agrees to use its reasonable best efforts to cause each holder of at least 5% (on a fully diluted basis) of its equity securities or any securities convertible into or exchangeable or exercisable for at least 5% (on a fully diluted basis) of its equity securities (other than Registrable Securities), purchased from the Company at any time on or after the date of this Agreement (other than in a registered public offering) to agree not to make any public sale or distribution of those securities, including a sale pursuant to Rule 144 of the Securities Act (except as part of the underwritten registration, if permitted), during the seven days prior to and the 90 days after the effective date of the registration unless the managing underwriters agree otherwise.

Appears in 2 contracts

Samples: Registration Rights Agreement (SPS Commerce Inc), Registration Rights Agreement (SPS Commerce Inc)

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Restrictions on Public Sale by the Company and Others. The ----------------------------------------------------- Company agrees not to make any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for its equity securities, including a sale under Regulation D of the Securities Act SEC or under any other exemption of the Securities Act (except as part of the underwritten registration or pursuant to registrations on Form S-8 or any successor form), during the seven days prior to and the 90 180 days after the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration unless the managing underwriters agree otherwise. The Company also agrees to use its reasonable best commercial efforts to cause each holder of at least 5% (on a fully fully-diluted basis) of its equity securities or any securities convertible into or exchangeable or exercisable for at least 5% (on a fully diluted basis) of its equity securities (other than Registrable Securities), purchased from the Company at any time on or after the date of this Agreement (other than in a registered public offering) to agree not to make any public sale or distribution of those securities, including a sale pursuant to Rule 144 of the Securities Act (except as part of the underwritten registration, if permitted), during the seven days prior to and the 90 180 days after the effective date of the registration unless the managing underwriters agree otherwise.

Appears in 2 contracts

Samples: Registration Rights Agreement (Open Port Technology Inc), Registration Rights Agreement (Open Port Technology Inc)

Restrictions on Public Sale by the Company and Others. The Company agrees not to make any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for its equity securities, including a sale under Regulation D of the Securities Act or under any other exemption of the Securities Act securities (except as part of the underwritten registration effected pursuant to a Demand Registration or a Piggyback Registration or pursuant to registrations on Form Forms S-8 or S-4 or any successor formform or on Form S-3 with respect to any employee benefit plans of the Company), during the seven days such customary period prior to and the 90 days after following the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration unless the as any managing underwriters agree otherwiseunderwriter(s) of such underwriting may reasonably request. The Company also agrees to use its reasonable best efforts to cause each holder of at least 510% (on a fully fully-diluted basis) of its equity securities (other than Registrable Securities) or any securities convertible into or exchangeable or exercisable for at least 5% (on a fully diluted basis) of its equity securities (other than Registrable Securities), purchased from the Company at any time on or after the date of this Agreement (other than in a registered public offering) ), to agree not to make any public sale or distribution of those securities, including a sale pursuant to Rule 144 of the Securities Act (except as part of the underwritten registration, if permitted), during the seven (7) days prior to and the 90 ninety (90) days after the effective date of the registration unless the managing underwriters agree underwriter(s) agrees otherwise.

Appears in 1 contract

Samples: Registration Rights Agreement (Motient Corp)

Restrictions on Public Sale by the Company and Others. The Company agrees not to make any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for its equity securities, including a sale under Regulation D of under the Securities Act or under any other exemption of the Securities Act (except as part of the underwritten registration or pursuant to registrations on Form Forms S-8 or S-4 or any successor form), during the seven (7) days prior to and the 90 days after the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration unless the managing underwriters underwriter(s) agrees otherwise, and the parties hereto agree otherwisethat the Company will not be required to effect any such registration or sale notwithstanding the other provisions of this Agreement. The Company also agrees to use its reasonable best efforts to cause each holder of at least 51% (on a fully fully-diluted basis) of its equity securities (other than Registrable Securities) or any securities convertible into or exchangeable or exercisable for at least 5% (on a fully diluted basis) of its equity securities (other than Registrable Securities), purchased from the Company at any time on or after the date of this Agreement (other than in a registered public offering) ), to agree not to make any public sale or distribution of those securities, including a sale pursuant to Rule 144 of the Securities Act (except as part of the underwritten registration, if permitted), during the seven (7) days prior to and the 90 days after the effective date of the registration unless the managing underwriters agree underwriter(s) agrees otherwise.

Appears in 1 contract

Samples: Registration Rights Agreement (Megapro Tools Inc)

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Restrictions on Public Sale by the Company and Others. The Company agrees not to make any public sale or distribution of its equity securities, or any securities convertible into or exchangeable or exercisable for its equity securities, including a sale under Regulation D of under the Securities Act or under any other exemption of the Securities Act (except as part of the underwritten registration or pursuant to registrations on Form S-8 or any successor forman Exempt Registration), during the seven days prior to and the 90 180 days after the effective date of any underwritten Demand Registration or any underwritten Piggyback Registration unless the managing underwriters agree otherwise. The Company also agrees to use its reasonable best efforts to cause each holder of at least 5% (on a fully fully-diluted basis) of its equity securities (other than Registrable Securities) or any securities convertible into or exchangeable or exercisable for at least 5% (on a fully diluted basis) of its equity securities (other than Registrable Securities), purchased from the Company at any time on or after the date of this Agreement (other than in a registered public offering), and shall cause each holder of its equity securities (other than Registrable Securities) or any securities convertible into or exchangeable or exercisable for its equity securities (other than Registrable Securities) who is selling shares pursuant to the registration, to agree not to make any public sale or distribution of those securities, including a sale pursuant to Rule 144 of the Securities Act (except as part of the underwritten registration, if permitted), during the seven days prior to and the 90 180 days after the effective date of the registration unless the managing underwriters agree underwriter agrees otherwise.

Appears in 1 contract

Samples: Registration Rights Agreement (Dpec Inc)

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