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 (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company 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 and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 5 contracts

Samples: Registration Rights Agreement (BOISE CASCADE Co), Registration Rights Agreement (Boise Cascade, L.L.C.), Registration Rights Agreement (NRG Yield, Inc.)

AutoNDA by SimpleDocs

Right to Piggyback. Whenever Following the Company IPO, whenever the Corporation proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company Corporation shall give prompt written notice (in any event within three business days Business Days after its receipt of notice of any exercise of demand registration rights other than under this Agreement Agreement) to all Holders of its intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein within 20 days after delivery of the CompanyCorporation’s notice.

Appears in 4 contracts

Samples: Registration Rights Agreement (McBc Holdings, Inc.), Registration Rights Agreement (McBc Holdings, Inc.), Registration Rights Agreement (Neff Corp)

Right to Piggyback. Whenever In connection with the Company IPO and thereafter, whenever the Corporation proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company Corporation shall give prompt written notice (in any event within three business days after to all Holders who hold Registrable Securities of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein within 20 ten days after delivery of the CompanyCorporation’s notice.

Appears in 4 contracts

Samples: Registration Rights Agreement (Endeavor Group Holdings, Inc.), Registration Rights Agreement (Endeavor Group Holdings, Inc.), Registration Rights Agreement (Endeavor Group Holdings, Inc.)

Right to Piggyback. Whenever Following the Company IPO, whenever the Corporation proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company Corporation shall give prompt written notice (in any event within three business days after to all Holders who hold Registrable Securities of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein within 20 ten (10) days after delivery of the CompanyCorporation’s notice.

Appears in 4 contracts

Samples: Registration Rights Agreement (Smith Douglas Homes Corp.), Registration Rights Agreement (Smith Douglas Homes Corp.), Registration Rights Agreement (Smith Douglas Homes Corp.)

Right to Piggyback. Whenever Following the Company IPO, whenever the Corporation proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company Corporation shall give prompt written notice (in any event within three business days after to all Holders who hold Registrable Securities of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein within 20 fifteen days after delivery of the CompanyCorporation’s notice.

Appears in 4 contracts

Samples: Registration Rights Agreement (Funko, Inc.), Registration Rights Agreement (Shift4 Payments, Inc.), Registration Rights Agreement (Shift4 Payments, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company 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 Agreement) to the Holders of Registrable Securities, and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 4 contracts

Samples: Registration Rights Agreement (Civitas Solutions, Inc.), Registration Rights Agreement (Civitas Solutions, Inc.), Registration Rights Agreement (Civitas Solutions, Inc.)

Right to Piggyback. Whenever Following the IPO, whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days after to all Holders of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities of each Holder with respect to which the Company has received a written requests request for inclusion therein within 20 5 days after delivery of the Company’s notice.

Appears in 3 contracts

Samples: Registration Rights Agreement (Medpace Holdings, Inc.), Registration Rights Agreement (Cinven Capital Management (V) General Partner LTD), Registration Rights Agreement (Medpace Holdings, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company 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 Agreement) to the holders of Registrable Securities and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 3 contracts

Samples: Registration Rights Agreement (VWR Corp), Registration Rights Agreement (VWR Corp), Registration Rights Agreement (VWR Corp)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice to the persons listed on the Schedule of Investors attached hereto (in any event within three business days Business Days after its receipt of notice of any exercise of demand registration rights other than under this Agreement Agreement) and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Terraform Global, Inc.), Registration Rights Agreement (Terraform Global, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, Registration in which the Holders are offered the right to participate pro rata or (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iiiin which NESCO Registrable Securities are not included) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days after at least five Business Days prior to the filing of the registration statement relating to the Piggyback Registration to all Holders of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nesco Holdings, Inc.), Registration Rights Agreement (Capitol Investment Corp. IV)

Right to Piggyback. Whenever Following the IPO, whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days after to all Holders who hold Registrable Securities of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 fifteen days after delivery of the Company’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vita Coco Company, Inc.), Registration Rights Agreement (Vita Coco Company, Inc.)

Right to Piggyback. Whenever Following the IPO, whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 F-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days after to all Holders who hold Registrable Securities of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 fifteen days after delivery of the Company’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Oatly Group AB), Registration Rights Agreement (Oatly Group AB)

AutoNDA by SimpleDocs

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days Business Days after its receipt of notice of any exercise of demand registration rights other than under this Agreement Agreement) and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (TerraForm Power, Inc.), Registration Rights Agreement (TerraForm Power, Inc.)

Right to Piggyback. Whenever Following the Company IPO, whenever the Corporation proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), ) and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company Corporation shall give prompt written notice (in any event within three business days after to all Holders of its receipt of notice of any exercise of demand registration rights other than under this Agreement intention to effect such Piggyback Registration and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company Corporation has received written requests for inclusion therein within 20 twenty (20) days after delivery of the CompanyCorporation’s notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (Switch, Inc.), Registration Rights Agreement (Switch, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to any Demand Registration or a Demand Registration, (ii) in connection with registrations registration on Form S-4 or S-8 promulgated by the Securities and Exchange Commission X-0, Xxxx X-0 or any successor or similar forms or (iiiform(s)) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days after days) to all holders of Registrable Securities of its receipt of notice of any exercise of demand intention to effect such a registration rights other than under this Agreement and, subject to the terms of Section 3(c) 2C and Section 3(d)2D, shall include in such Piggyback Registration registration (and in all related registrations or qualifications under blue sky laws and in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 30 days after delivery the receipt of the Company’s notice; provided that the Company shall not include in any Piggyback Registration that is an underwritten offering any securities that are held by an employee of the Company or any of its Subsidiaries or any Person controlled by any such employee without the prior written consent of the managing underwriters.

Appears in 2 contracts

Samples: Registration Rights Agreement (Acadia Healthcare Company, Inc.), Registration Rights Agreement (Acadia Healthcare Company, Inc.)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company 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 Agreement) to the Holders and, subject to the terms of Section 3(c) and Section 3(d), shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery of the Company’s notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Transfirst Holdings Corp.)

Right to Piggyback. Whenever the Company proposes to register any of its securities (including any registration of the Company’ securities proposed by any third-party) for sale for cash under the Securities Act (other than (i) pursuant to a Demand Registration, (ii) in connection with registrations Registration or a registration on Form S-4 or S-8 promulgated by the Securities and Exchange Commission S8 or any successor or similar forms or (iiiform) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three business days after to all holders of Registrable Securities of its receipt of notice of any exercise of demand intention to effect such a registration rights other than under this Agreement and, subject to the terms of Section 3(c) 2C and Section 3(d)2D, shall include in such Piggyback Registration registration (and in all related registrations or qualifications under blue sky laws Laws and in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 twenty (20) days after delivery the receipt of the Company’s notice; provided that the Company shall not include in any Piggyback Registration that is an underwritten offering any securities that are held by an employee of the Company or any of its Subsidiaries or any Person controlled by any such employee without the prior written consent of the managing underwriters.

Appears in 1 contract

Samples: Registration Rights Agreement (Solo Brands, 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 (i) pursuant to a Demand Registration, to which Section 1 is applicable, (ii) in connection with an initial public offering of the Company’s equity securities, or (iii) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission X-0, X-0 or any successor or similar forms or (iiiforms) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a “Piggyback Registration”), the Company 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 and, subject Agreement) to the terms all holders of Section 3(c) Registrable Securities of its intention to effect such a registration and Section 3(d), shall include in such Piggyback Registration registration (and in all related registrations or and qualifications under blue sky laws or in compliance with other registration requirements and in any related underwriting) all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 days after delivery the receipt of the Company’s notice.

Appears in 1 contract

Samples: Registration Agreement (NPMC Holdings, LLC)

Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration, (iiRegistration hereunder) in connection with registrations on Form S-4 or S-8 promulgated by the Securities and Exchange Commission or any successor or similar forms or (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities), and the registration form to be used may be used for the registration of Registrable Securities (a "Piggyback Registration"), the Company 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 and, Agreement) to all holders of Registrable Securities of its intention to effect such a registration and subject to the terms of Section 3(cpriorities set forth in Sections 2(b) and Section 3(d)2(c) below, shall include in such Piggyback Registration (and in all related registrations or qualifications under blue sky laws and in any related underwriting) registration all Registrable Securities with respect to which the Company has received written requests for inclusion therein within 20 fifteen (15) days after delivery the receipt of the Company’s notice's notice by such holders of Registrable Securities. The Registration Expenses of the holders of Registrable Securities shall be paid by the Company in all Piggyback Registrations, whether or not such registration is consummated.

Appears in 1 contract

Samples: Registration Rights Agreement (VI Acquisition Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.