Common use of Right to Piggyback Clause in Contracts

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Lechters Inc), Registration Rights Agreement (Canaan Equity L P), Registration Rights Agreement (Alarmguard Holdings Inc)

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Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act for its own account or for the account of other Persons (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company that constitutes an IPO or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planson Form S-4 or Form S-8 or successor forms thereto) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice (in any event within 10 business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of the Registrable Securities of its intention to effect such a registration registration, and will shall include in such registration (subject to Section 3.2) all Registrable Securities with respect that the Stockholders have requested to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's noticebe included.

Appears in 2 contracts

Samples: Joinder Agreement (NitroSecurity, Inc.), Joinder Agreement (NitroSecurity, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of registrations on Form S-4 or Form S-8 or any company successor form) on any form (other than Form S-4 or companies or (iiiForm S-8) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for would legally permit the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice (in any event at least thirty (30) Business Days prior to all holders the filing of Registrable Securities the registration statement relating to such registration and at least ninety (90) calendar days prior to the expected effective date of such registration statement) to the Stockholder of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received a written requests request for inclusion therein within 15 thirty (30) calendar days after the receipt delivery of the Company's ’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (SCG Financial Acquisition Corp.), Common Stock Purchase Agreement (SCG Financial Acquisition Corp.)

Right to Piggyback. Whenever the Company Corporation proposes to register any of its equity securities (including any proposed registration of the Corporation’s securities by any third party) under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, which is governed by Section 1 or (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies similar forms), whether or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) not for sale for its own account, and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will Corporation shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein from such Persons within 15 twenty (20) days after the receipt of the Company's Corporation’s notice.

Appears in 2 contracts

Samples: Registration Agreement (Westwood One Inc /De/), Registration Agreement (Gores Radio Holdings, LLC)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act (other than pursuant to (i) a Demand Registrationin connection with the IPO, unless any holders of Registrable Securities are permitted to participate in the IPO, (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies Demand Registration or (iii) pursuant to a registration solely of shares that have been issued pursuant to the Company's employee benefit planson Form S-4 or S-8 or any successor or similar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 2 contracts

Samples: Registration Agreement (Therma Wave Inc), Registration Agreement (Therma Wave Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or (iiiii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 fifteen (15) days after the receipt of the Company's notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Oz Management LLC), Registration Rights Agreement (Covol Technologies Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, to which Section 1 is applicable or (ii) a registration in connection with shares issued by the Company in connection with the acquisition of registrations on Form S-4, X-0 xx any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice (and in any event within three business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 2 contracts

Samples: Registration Agreement (Synagro Technologies Inc), Registration Agreement (Synagro Technologies Inc)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities (including any proposed registration of the Company’s securities by any third party) under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, which is governed by Section 1 or (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies similar forms), whether or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) not for sale for its own account, and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein from such Persons within 15 five (5) business days after the receipt of the Company's ’s notice.

Appears in 2 contracts

Samples: Registration Agreement (Madison Square Garden Co), Registration Agreement (Townsquare Media, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies similar forms, or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plansan initial public offering of Common Stock) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Globe Manufacturing Corp)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities Securi ties (a "Piggyback Registration"), the Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration (other than registrations only of shares issued (i) for the purpose of acquiring another company or companies or (ii) pursuant to an employee benefit plan) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Regent Assisted (Regent Assisted Living Inc)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its equity securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) Registration or a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or ---------------------- not for sale for its own account, the Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 30 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Alliance Laundry Holdings LLC)

Right to Piggyback. Whenever the Company proposes to register any of its securities Common Stock under the Securities Act (other than pursuant to the Company’s initial public offering (i) if the applicable underwriters request that only securities owned by the Company be included in such offering), a Demand Registration, (ii) and other than pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of statement on Form S-8 or S-4 or any company similar or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) successor form and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will will, subject to the provisions of this Agreement including clauses (c) and (d) below, include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 twenty (20) days after the receipt of the Company's ’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (MWI Veterinary Supply, Inc.)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies Registration or (iii) pursuant to a registration solely of shares that have been issued pursuant to the Company's employee benefit planson Form S-4 or S-8 or any successor or similar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback --------- Registration"), whether or not for sale for its own account, the Company will ------------ give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Penncorp Financial Group Inc /De/)

Right to Piggyback. Whenever Upon completion by the Company of an Initial Public Offering, whenever the Company proposes to register any of its securities (including any proposed registration of the Company’s securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities of the same class or series of securities that the Company proposes to register with respect to which the Company has received written requests for inclusion therein within 15 five business days after the receipt of the Company's ’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Ancestry.com Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities Common Stock under the Securities Act (other than pursuant to (i) a Demand RegistrationRegistration or an IPO that is not a Qualified Public Offering, (ii) and other than pursuant to a registration statement on Form S-8 or S-4 or any similar form or in connection with shares issued by a registration the Company primary purpose of which is to register debt securities (i.e., in connection with the acquisition of any company or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plansso-called "equity kicker")) and the a registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration (subject to the provisions of this Agreement) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Osullivan Industries Holdings Inc)

Right to Piggyback. Whenever Upon completion by the Company of an Initial Public Offering, whenever the Company proposes to register any of its securities (including any proposed registration of the Company’s securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) Registration or a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 30 days after the receipt of the Company's ’s notice.

Appears in 1 contract

Samples: Registration Agreement (Broder Bros Co)

Right to Piggyback. Whenever the Company proposes to register any of its securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of registrations on form X-0, X-0 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration")Securities, the Company will shall give prompt written notice (and in any event within ten business days after its receipt of notice of any exercise of demand registration rights pursuant to all this or any other Agreement) to the holders of Registrable Securities of its intention to effect such a registration registration, and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein (a "Piggyback Registration"), within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Home Solutions of America Inc)

Right to Piggyback. Whenever Except for a registration on Form S-8 of shares issued pursuant to the Company's 1997 Stock Option Plan, whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration), (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice (in any event within five (5) Business Days after its receipt of notice of any exercise of other demand registration rights) to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 ten (10) days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hudson Technologies Inc /Ny)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act in any primary, secondary, or combined offering (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or (iii) pursuant to Section 7.3 hereof, a registration relating solely of shares that have been issued pursuant to employee benefit plans, or a registration relating to a corporate reorganization or other transaction on Form S-4), including the Company's employee benefit plans) Initial Public Offering, and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will (subject to the priorities established below) include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days fifteen (15) Business Days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Securityholders Agreement (Endeavor Pharmaceuticals Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration (other than registrations only of shares issued (i) for the purpose of acquiring another company or companies or (ii) pursuant to an employee benefit plan) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Regent Assisted (Prudential Private Equity Investors Iii Lp)

Right to Piggyback. Whenever the Company proposes to register any of its securities (including any proposed registration of the Company’s securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, Registration (iiwhich will be governed by Section 1 hereof) or a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and, subject to Section 2(c) and Section 2(d) below, will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's ’s notice.

Appears in 1 contract

Samples: Registration Agreement (Concerto Software (Japan) Corp)

Right to Piggyback. Whenever the Company proposes to register ------------------ any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, Registration or (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the ---------------------- Company will shall give prompt written notice (in any event within ten (10) days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Nationsbank Corp)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, to which Section 1 is applicable or (ii) a registration in connection with shares issued by the Company in connection with the acquisition of --------- registrations on Form X-0, X-0 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written ---------------------- notice (and in any event within three business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (GTCR Golder Rauner LLC)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company or companies or other entity or assets or (iii) a registration solely of shares that have been or may be issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Stockholders Agreement (International Manufacturing Services Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares an employee benefit plan or to the extent issued by the Company in connection with the as consideration for an acquisition of any company the assets or companies or (iii) a registration solely stock of shares that have been issued pursuant to the Company's employee benefit plansanother entity) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice (in any event within three business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Securityholders Agreement (Insight Communications Co Inc)

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Right to Piggyback. Whenever the Company proposes to register any of its securities Stock under the Securities Act (other than pursuant to (i) pursuant to a Demand Registration, (ii) pursuant to a registration statement on Form S-8 or S-4 or any similar form, (iii) in connection with shares issued by a registration the Company primary purpose of which is to register debt securities (i.e., in connection with a so-called "equity kicker") or (iv) in connection with the acquisition of any company or companies or (iii) Initial Public Offering and a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Gerber Childrenswear Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with a merger, consolidation, exchange offer or the acquisition of all or substantially all of the assets of any company or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plans) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 fifteen (15) days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Merger Agreement (Just Like Home Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of registrations on form S-4, X-0 xx any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration")Securities, the Company will shall give prompt written notice (and in any event within ten business days after its receipt of notice of any exercise of demand registration rights pursuant to all this or any other Agreement) to the holders of Registrable Securities of its intention to effect such a registration registration, and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein (a "PIGGYBACK REGISTRATION"), within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Nextgen Communications Corp)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its equity securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) Registration or a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or Form S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or ---------------------- not for sale for its own account, the Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 30 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Anthony Crane Sales & Leasing Lp)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) Registration or a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its ---------------------- own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 30 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Wesley Jessen Holding Inc)

Right to Piggyback. Whenever the Company proposes to register ------------------ any of its securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registrationpursuant to paragraph 1 hereof, or (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the ----------------------- Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and, subject to the terms of paragraphs 2(c) and will 2(d) hereof, shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 10 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Argosy Education Group Inc)

Right to Piggyback. Whenever the Company proposes to register any make a primary offering of its equity securities or securities convertible or exchangeable into such securities and to register such securities under the Securities Act (other than pursuant to (i) pursuant to a Demand RegistrationRegistration to which the provisions of Section 2 shall apply, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of statement on Form S-8 or S-4 or any company or companies successor form or (iii) in connection with a registration solely the primary purpose of shares that have been issued pursuant which is to the Company's employee benefit plans) register debt securities), and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities the Holder of its intention to effect such a registration and will registration. The Company shall include in any such registration by it all Registrable Securities with respect to which the Company it has received written requests for inclusion therein within 15 30 days after the receipt by such holders of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Del Frisco's Restaurant Group, LLC)

Right to Piggyback. Whenever At any time after the Company has ------------------ effected an initial public offering of its securities and thereafter the Company proposes to register any of its securities under the Securities Act (other than pursuant an S-8 registration statement to (i) a Demand Registration, (ii) a registration in connection with register shares issued by the Company in connection with the acquisition of any company or companies or (iii) a registration solely of shares that have been to be issued pursuant to the Company's employee benefit plansEmployee Stock Option Plan to employees, officers and directors if such a plan is established) and the registration form to be used may be used for the registration of Registrable Securities Securities, as hereinafter defined, (a "Piggyback Registration"), the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Shopping Com)

Right to Piggyback. Whenever securities of the Company proposes Corporation are to register any of its securities be registered under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of any company statement on Form S-4 or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plansForm S-8) and the registration form to be used may be used for the registration of Registrable Securities Shares (a "Piggyback Registration"), the Company Corporation will give prompt written notice (and in any event within 3 business days after its receipt of notice of any exercise of demand registration rights by holders of the Corporation’s securities other than the Registrable Shares and at least 15 days prior to the filing of any registration statement) to all holders Holders of Registrable Securities Shares of its intention to effect such a registration and will include in such registration all Registrable Securities Shares with respect to which the Company Corporation has received written requests for inclusion therein within 15 10 days after the receipt of the Company's noticeCorporation’s notice has been given.

Appears in 1 contract

Samples: Pledge and Assignment Agreement (Global Energy, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) as contemplated by Section 2, and other than a registration statement on Form S-4 or S-8 (or any substitute form for comparable purposes that may be adopted by the Securities and Exchange Commission) or a registration statement filed solely in connection with shares issued by the Company in connection with the acquisition a business combination, an exchange offer or an offering of any company or companies or (iii) a registration solely of shares that have been issued pursuant securities to the Company's employee benefit plansexisting security holders or employees) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 twenty days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Xplor Energy Inc)

Right to Piggyback. Whenever Commencing with the Effective Date, whenever the Company proposes to register any of its securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of registrations on form S-0, X-0 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration")Securities, the Company will shall give prompt written notice (and in any event within ten business days after its receipt of notice of any exercise of demand registration rights pursuant to all this or any other Agreement) to the holders of Registrable Securities of its intention to effect such a registration registration, and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein (a "Piggyback Registration"), within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Home Solutions of America Inc)

Right to Piggyback. Whenever Upon completion by the Company of an Initial Public Offering, whenever the Company proposes to register any of its securities (including any proposed registration of the Company’s securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company will give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Registrable Securities of the same class or series of securities that the Company proposes to register with respect to which the Company has received written requests for inclusion therein within 15 30 days after the receipt of the Company's ’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Ancestry.com Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registration, Registration or (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice (in any event within ten (10) days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Zimmerman Sign Co)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to (i) a Demand Registrationin connection with the Company's initial public offering, (ii) pursuant to a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-8 or any company or companies successor form or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit plansa Demand Registration) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company will shall give prompt written notice (in any event within three business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 20 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Appnet Systems Inc)

Right to Piggyback. Whenever the Company proposes to register any of ------------------ its equity securities (including any proposed registration of the Company's securities by any third party) under the Securities Act (other than pursuant to (i) a Demand Registration, (ii) Registration or a registration in connection with shares issued by the Company in connection with the acquisition of on Form S-4 or S-8 or any company successor or companies or (iii) a registration solely of shares that have been issued pursuant to the Company's employee benefit planssimilar forms) and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), whether or ---------------------- not for sale for its own account, the Company will shall give prompt written notice to all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 15 days after the receipt of the Company's notice.

Appears in 1 contract

Samples: Registration Agreement (Heartland Technology Inc)

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