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 on a registration on Form S-4 or any successor form or a registration of non-convertible debt securities) on a registration form which may be used for the registration of any Warrant Shares (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to give prompt written notice to Holder of its intention to effect such a registration and will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) with respect to which the Company has received written requests for inclusion within fifteen (15) days after the delivery of the Company’s notice.

Appears in 4 contracts

Samples: Consulting, Confidentiality and Proprietary Rights Agreement (VIASPACE Inc.), VIASPACE Inc., VIASPACE Inc.

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Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration hereunder) on a and the registration form which to be used may be used for the registration of any Warrant Registrable Shares (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all holders of the Registrable Shares of its intention to effect such a registration and will include in such registration all Warrant Registrable Shares (in accordance with the priorities set forth in Sections 2(b) 3.2 and 2(c) 3.3 below) with respect to which the Company has received written requests for inclusion within fifteen (15) days after the delivery of the Company’s notice.

Appears in 4 contracts

Samples: Registration Rights Agreement (Bone Biologics, Corp.), Registration Rights Agreement (Bone Biologics, Corp.), Agreement and Plan of Merger (Bone Biologics, Corp.)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act (including primary and secondary registrations, and other than on a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiespursuant to an Excluded Registration) on a registration form which may be used for the registration of any Warrant Shares (each, a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all Holders of its intention to effect such a registration Piggyback Registration and, subject to the terms of Section 2(b) and Section 2(c), will include in such registration Piggyback Registration (and in all Warrant Shares (related registrations or qualifications under blue sky laws and in accordance with the priorities set forth in Sections 2(bany related underwriting) and 2(c) below) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen ten (1510) days after the delivery of the Company’s notice.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Greenrose Acquisition Corp.), Registration Rights Agreement (Greenrose Holding Co Inc.), Registration Rights Agreement (Greenrose Holding Co Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on a registration on Form S-4 or any successor form or a registration of non-convertible debt securities) on a registration form which may be used for the registration of any Warrant Shares (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder of its intention to effect such a registration and will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b2(a) and 2(c2(b) below) with respect to which the Company has received written requests for inclusion within fifteen (15) days after the delivery of the Company’s notice.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Trestle Holdings Inc), Trestle Holdings Inc, Trestle Holdings Inc

Right to Piggyback. Whenever At any time after the shares of the Company are traded on a securities exchange, whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 Demand Registration, registrations for employee stock plans or any successor form or a registration of non-convertible debt securitiespursuant to Rule 145 under the Securities Act) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s notice.

Appears in 3 contracts

Samples: Shareholders' Agreement (Check-Cap LTD), Shareholders' Agreement (Check-Cap LTD), Credit Line Agreement (Check-Cap LTD)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt prior written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to the terms of paragraphs 2.2(c) and will 2.2(d) hereof, shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen twenty (1520) days after the delivery receipt of the Company’s 's notice.

Appears in 2 contracts

Samples: ' Rights Agreement (Soundbite Communications Inc), ' Rights Agreement (Soundbite Communications Inc)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act Act, including any registration pursuant to Section 1.1 above (other than on a in connection with registration on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiessimilar form) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder Xxxxx of its intention to effect such a registration and, subject to Sections 2.3 and 2.4 below, will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities held by Xxxxx with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the delivery of the Company’s notice. Each such Company notice shall specify the approximate number of Company equity securities to be registered and the anticipated per share price range for such offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (FB Financial Corp), Registration Rights Agreement (FB Financial Corp)

Right to Piggyback. Whenever the Company Corporation proposes to ------------------ register any of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration hereunder) on a and the registration form which to be used may be used for the registration of any Warrant Registrable Shares (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to Corporation will give prompt written notice to Holder all holders of the Registrable Shares of its intention to effect such a registration and will include in such registration all Warrant Registrable Shares (in accordance with the priorities set forth in Sections 2(b) 3.2 and 2(c) 3.3 below) with respect to which the Company Corporation has received written requests for inclusion within fifteen (15) 15 days after the delivery of the Company’s Corporation's notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Blue Rhino Corp), Registration Rights Agreement (Blue Rhino Corp)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration or on a registration on Form Forms S-4 or any successor form or a registration of non-convertible debt securitiesS-8) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to the terms of Sections 15(b)(iii) and will 15(b)(iv), shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen twenty (1520) days after the delivery receipt of the Company’s 's notice.

Appears in 2 contracts

Samples: Stockholders Agreement (Gleason Reporting Group), Stockholders Agreement (Torque Acquisition Co LLC)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on a registration on Form S-4 or any successor form or a registration of non-convertible debt securities) on a registration form which may be used for the registration of any Warrant Option Shares (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder Optionee of its intention to effect such a registration and will include in such registration all Warrant Option Shares (in accordance with the priorities set forth in Sections 2(b) 23.2 and 2(c) 23.3 below) with respect to which the Company has received written requests for inclusion within fifteen (15) days after the delivery of the Company’s notice.

Appears in 2 contracts

Samples: Non Qualified Stock Option Agreement (Trestle Holdings Inc), Non Qualified Stock Option Agreement (Trestle Holdings Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on (i) in connection with the Company's initial public offering of Common Shares, (ii) pursuant to a Demand Registration (but subject to the rights of holders of Registrable Securities to participate in Demand Registrations pursuant to Section 9) or (iii) pursuant to a registration on Form S-4 or S-8 or any successor form or a registration of non-convertible debt securitiessimilar forms) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and and, subject to Section 10C, will use its reasonable best efforts to include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion a Piggyback Request within fifteen (15) 15 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Investor Rights Agreement (Apw LTD)

Right to Piggyback. Whenever the Company proposes to register any of its securities for an aggregate offering price of at least $5 million under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Shares (other than forms for registrations relating solely to employee benefit plans or transactions effected pursuant to Rule 145 under the Securities Act) (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all the Stockholders of its intention to effect such a registration and will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) with respect to which the Company has received written requests from Stockholders for inclusion therein within fifteen (15) 30 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Investors Agreement (Peapod Inc)

Right to Piggyback. Whenever If the Company proposes to register any of its equity securities under the Securities Act Act, including any registration pursuant to Section 1.1 above (other than on a in connection with registration on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiessimilar form) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder the Holders of its intention intent to effect such a registration and, subject to Sections 2.3 and 2.4 below, will include in such registration all Warrant Shares (in accordance with Registrable Securities held by the priorities set forth in Sections 2(b) and 2(c) below) Holders with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the delivery of the Company’s notice. Each such Company notice must specify the approximate number of Company equity securities to be registered and the anticipated per share price range for such offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Bank7 Corp.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to the Company's initial registered public offering, a Demand Registration or a registration on Form S-4 or S-8 or any successor form or a registration of non-convertible debt securitiessimilar forms) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”"PIGGYBACK REGISTRATION"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 15 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Preferred Stock Registration Rights Agreement (Adams Laboratories, Inc.)

Right to Piggyback. Whenever the Company proposes to register conduct an underwritten registration of any of its securities under the Securities Act (other than on (i) in a Public Offering or (ii) in connection with registration on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiessimilar form) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and and, subject to Section 5(b), will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 15 days after the delivery of the Company’s notice.

Appears in 1 contract

Samples: Employment Agreement (Toys R Us Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities Common Stock under the Securities Act (other than on pursuant to a Demand Registration, a registration statement on Form S-8 or S-4 or any successor similar form or a registration of non-convertible debt securitiesan IPO) on and a registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder 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 Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Healthessentials Solutions Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on a registration on Form S-4 or any successor form or a registration of non-convertible debt securities) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to give prompt written notice to Holder 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 (and in all Warrant Shares (related registrations or qualifications under blue sky laws or in accordance compliance with the priorities set forth other registration requirements and in Sections 2(bany related underwriting) and 2(c) below) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s notice.

Appears in 1 contract

Samples: Registration Agreement (Valley Telephone Co., LLC)

Right to Piggyback. Whenever the Company proposes to register any of its securities Common Stock (either on its own behalf or on behalf of others) under the Securities Act (other than on a registration on Form S-4 transaction described under Rule 145 of the Securities Act or any pursuant to Forms X-0, X-0 or their successor form or a registration of non-convertible debt securitiesforms) on a and the registration form which to be used may be used for the registration of any Warrant Shares the Registrable Securities of the Investor (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder the Investor of its intention to effect such a registration and will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities of the Investor with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Nstor Technologies Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a Demand Registration, but including a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesfor stockholders other than the Purchasers) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and will (subject to paragraphs 2(c) and 2(d) below) shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Stock Purchase and Contribution Agreement (Komag Inc /De/)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act (other than on pursuant to any Demand Registration and other than a registration on Form Forms S-4 or S-8 (or any successor forms thereto) or any other form or a registration of non-convertible debt securitiesfor which Stockholder Shares are not eligible under the Securities Act for registration) on a registration form which may be used for the registration of any Warrant Shares (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Stockholder Shares of its intention to effect such a registration and will shall include in such registration all Warrant Stockholder Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) with respect to which the Company has received written requests for inclusion therein within fifteen (15) 15 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Stockholders Agreement (United Industries Corp)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on a registration in connection with registrations on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiesform) on a registration any form which may be used for (other than Form S-4 or Form S-8) that would legally permit the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to give prompt written notice (in any event at least ten (10) Business Days prior to Holder the filing of the registration statement relating to such registration) to the Stockholder of its intention to effect such a registration and will shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received a written requests request for inclusion therein within fifteen twenty (1520) calendar days after the delivery of the Company’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (SCG Financial Acquisition Corp.)

Right to Piggyback. Whenever the Company proposes to register any of its securities Common Stock under the Securities Act (other than on pursuant to a registration Demand Registration hereunder or on Form S-8 or S-4 or any successor form or a registration of non-convertible debt securitiesthereto) on a and the registration form which to be used may be used for the registration of any Warrant Registrable Shares (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to will give prompt written notice (and in no event less than 10 business days prior to Holder the anticipated filing date) to all holders of the Registrable Shares of its intention to effect such a registration and will include in such registration all Warrant Registrable Shares (in accordance with the priorities set forth in Sections 2(b) Section 3.2 and 2(c) 3.3 below) with respect to which the Company has received written requests for inclusion within fifteen (15) days after the delivery of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Worldport Communications Inc)

Right to Piggyback. Whenever At any time after the Company IPO, whenever the Corporation proposes to register any of its securities under the Securities Act (other than on including, without limitation, a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Registrable Shares (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to Corporation will give prompt written notice to Holder all holders of Registrable Shares of its intention to effect such a registration and (which notice shall be given not less than 30 days prior to the date the registration statement is to be filed) and, subject to the terms hereof, will include in such registration all Warrant Registrable Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) with respect to which the Company Corporation has received written requests for inclusion therein within fifteen (15) 15 days after the delivery receipt of the Company’s Corporation's notice.

Appears in 1 contract

Samples: Investment Agreement (Career Holdings Inc)

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Right to Piggyback. Whenever the Company proposes to register any of ------------------ its securities under the Securities Act (other than on pursuant to a Demand Registration or a registration on Form S-4 or S-8 or any successor form or a registration of non-convertible debt securitiessimilar forms) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to paragraphs 2(c) and will 2(d) below, shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (E Tek Dynamics Inc)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company ---------------------- shall use reasonable commercial efforts to 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 Holder all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Focal Communications Corp)

Right to Piggyback. Whenever the Company proposes to register any of ------------------ its securities Common Stock under the Securities Act for its own account or for the account of any holder of Common Stock (other than on pursuant to a Demand Registration, and other than pursuant to a registration statement on Form S-8 or S-4 or any successor form or a registration of non-convertible debt securitiessimilar form) on a registration form which may be used for the registration of any Warrant Shares (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to will give prompt written ---------------------- notice to Holder 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 Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Ohio Sealy Mattress Manufacturing Co Houston)

Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities under the Securities Act (other than on pursuant to the Rights Offering, a Demand Registration or a registration on Form S-4 or S-8 or any successor form or a registration of non-convertible debt securitiessimilar forms) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the ---------------------- Company shall use reasonable commercial efforts to give prompt written notice to Holder all Holders of its intention to effect such a registration and, subject to paragraphs 3(c) and will 3(d) below, shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Pac-West Telecomm Inc)

Right to Piggyback. Whenever the Company proposes to register ------------------ any of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company ---------------------- shall use reasonable commercial efforts to 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 Holder all holders of Investor Registrable Securities of its intention to effect such a registration registra tion and will shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Investor Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 15 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Zytec Corp /Mn/)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a registration on Form S-4 or any successor form Demand Registration which shall be governed by Section 2, and registrations related solely to employee benefit plans or a registration of non-convertible debt securitiesRule 145 transaction) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and will and, subject to the terms hereof, shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 21 days after the delivery of such holders receive the Company’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Potbelly Corp)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act (other than excluding registrations on a registration on Form Forms S-4 or any successor form or a registration of non-convertible debt securitiesS-8) on a and the registration form which to be used may be used for the registration of any Warrant Shares Qualifying Shares, whether a sale for the Company’s own account or for selling security holders (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder the Holders’ Representative prior to the filing of its the registration statement of the Company’s intention to effect such a registration and and, subject to Section 1(b) below, will include in such registration all Warrant Qualifying Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) with respect to which the Company has received written requests request for inclusion therein within fifteen (15) 10 days after the delivery sending of the Company’s 's notice.

Appears in 1 contract

Samples: Piggyback Registration Rights Agreement (Applied Nanotech Holdings, Inc)

Right to Piggyback. Whenever the Company proposes to register any of its equity securities under the Securities Act Act, including any registration pursuant to Section 1.1 above (other than on a in connection with registration on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiessimilar form) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to Sections 2.3 and 2.4 below, will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities held by any Stockholder with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the delivery of the Company’s notice. Each such Company notice shall specify the approximate number of Company equity securities to be registered and the anticipated per share price range for such offering.

Appears in 1 contract

Samples: Registration Rights Agreement (CommScope Holding Company, 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 on pursuant to a registration on Form S-4 or any successor form or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to the terms of Section 2(c) and will 2(d) hereof, shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Integrated Information Systems Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a Demand Registration or a registration on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiessimilar forms ) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), whether or not for sale for its own account, the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and will include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Design Automation Systems Inc)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on a registration on Form Forms S-8 and S-4 (or any successor form comparable forms) or a registration of non-convertible debt securities) on a registration form which may be used for the registration of any Warrant Registrable Shares (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder all holders of the Registrable Shares of its intention to effect such a registration and will include in such registration all Warrant Registrable Shares (in accordance with the priorities set forth in Sections 2(b) 3.2 and 2(c) 3.3 below) with respect to which the Company has received written requests for inclusion within fifteen (15) days after the delivery of the Company’s 's notice. The Company may withdraw its proposal at any time prior to the effective date of the offering.

Appears in 1 contract

Samples: Security Agreement (Omega Healthcare Investors Inc)

Right to Piggyback. Whenever If the Company proposes to register any of its equity securities under the Securities Act Act, including any registration pursuant to Section 1.1 above (other than on a in connection with registration on Form S-4 or Form S-8 or any successor form or a registration of non-convertible debt securitiessimilar form) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a “Piggyback Registration”), the Company shall use reasonable commercial efforts to will give prompt written notice to Holder the Holders of its intention intent to effect such a registration and, subject to Sections 2.3 and 2.4 below, will include in such registration all Warrant Shares (in accordance with Registrable Securities held by the priorities set forth in Sections 2(b) and 2(c) below) Holders with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the delivery of the Company’s notice.. Each such Company notice must specify the approximate number of Company equity securities to be registered and the anticipated per share price range for such offering. 2.2

Appears in 1 contract

Samples: Registration Rights Agreement (William Bradford Haines Financial Services Trust)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on a registration on Form S-4 or any successor form pursuant to the Initial Public Offering or a registration of non-convertible debt securitiesDemand Registration) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to 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 Holder all holders of Registrable Securities of its intention to effect such a registration and will shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Province Healthcare Co)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than on pursuant to a Demand Registration or a registration on Form S-4 or S-8 or any successor form or a registration of non-convertible debt securitiessimilar forms) on a and the registration form which to be used may be used for the registration of any Warrant Shares Registrable Securities (a "Piggyback Registration"), the Company shall use reasonable commercial efforts to give prompt written notice to Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to paragraphs 2(c) and will 2(d) below, shall include in such registration all Warrant Shares (in accordance with the priorities set forth in Sections 2(b) and 2(c) below) Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the delivery receipt of the Company’s 's notice.

Appears in 1 contract

Samples: Registration Agreement (Netcom Systems Inc)

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