Common use of Termination of Covenants Clause in Contracts

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 3 contracts

Samples: Adoption Agreement (Denim LA, Inc.), Adoption Agreement (Denim LA, Inc.), Adoption Agreement (Denim LA, Inc.)

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Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before prior to the consummation of the IPO sale of shares of Common Stock in the Company’s IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section Sections 12(g) or 15(d) of the Exchange Act, ; or (iii) upon a Deemed Liquidation Event, as such term is defined in Sale of the Restated CertificateCompany, whichever event occurs firstshall first occur.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Arrowhead Research Corp), Investors’ Rights Agreement (Arrowhead Research Corp), Adoption Agreement (Arrowhead Research Corp)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.9 and 5.11, shall terminate and be of no further force or effect (i) immediately before but subject to the consummation of the IPO a QPO or, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Jounce Therapeutics, Inc.), Investors’ Rights Agreement (Jounce Therapeutics, Inc.), Investors’ Rights Agreement (Jounce Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.6 through 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Unum Therapeutics, Inc.), Rights Agreement (Denali Therapeutics Inc.), Rights Agreement (Denali Therapeutics Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon immediately before a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Evelo Biosciences, Inc.), Investors’ Rights Agreement (Evelo Biosciences, Inc.), Investors’ Rights Agreement (Evelo Biosciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Rights Agreement (Invitae Corp), Investors’ Rights Agreement (Invitae Corp), Rights Agreement (Invitae Corp)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (MedicaMetrix, Inc/De), Investors’ Rights Agreement (MedicaMetrix, Inc/De), Investors’ Rights Agreement (MedicaMetrix, Inc/De)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.7, 5.9 and 5.10, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Codiak BioSciences, Inc.), Investors’ Rights Agreement (Codiak BioSciences, Inc.), Investors’ Rights Agreement (Codiak BioSciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.7, 5.8, 5.9 and 5.10 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (PureTech Health PLC), Investors’ Rights Agreement (PureTech Health PLC), Investors’ Rights Agreement (PureTech Health PLC)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.4, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Gain Therapeutics, Inc.), Investors’ Rights Agreement (Gain Therapeutics, Inc.), Investors’ Rights Agreement (Gain Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.6, 5.7 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (SQZ Biotechnologies Co), Investors’ Rights Agreement (SQZ Biotechnologies Co), Investors’ Rights Agreement (SQZ Biotechnologies Co)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.5 and 5.6, shall terminate and be of no further force or effect upon the earliest to occur of: (i) immediately before the consummation of the IPO IPO; (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, ; or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 3 contracts

Samples: Rights Agreement (Kronos Bio, Inc.), Investors’ Rights Agreement (Kronos Bio, Inc.), Rights Agreement (Kronos Bio, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.7, 5.8 and 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Tyra Biosciences, Inc.), Rights Agreement (Tyra Biosciences, Inc.), Investors’ Rights Agreement (Eliem Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Section 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, Event as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Tremor Video Inc.), Investors’ Rights Agreement (Tremor Video Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Sections 5.6, 5.7, and 5.10, shall terminate and be of no further force or effect upon the earliest to occur of (i) immediately before but subject to the consummation of the IPO a QPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Relay Therapeutics, Inc.), Investors’ Rights Agreement (Relay Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.7 and Subsection 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Adoption Agreement (Rhythm Pharmaceuticals, Inc.), Adoption Agreement (Rhythm Pharmaceuticals, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.6 and Subsection 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (6d Bytes Inc.), Investors’ Rights Agreement (6d Bytes Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, 5 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Liquidity Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Replimune Group, Inc.), Investors’ Rights Agreement (Replimune Group, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for this Subsection 5.65.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation, as may be amended or restated from time to time, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Beyond Meat, Inc.), Investors’ Rights Agreement (Beyond Meat, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO a Qualified Public Offering, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act or the outstanding capital stock of the Company is exchanged for shares that are registered under the Exchange Act, or (iiiii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Adoption Agreement (Foghorn Therapeutics Inc.), Investors’ Rights Agreement (Foghorn Therapeutics Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.66, 5.77, 5.88, and 5.99, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Nuvalent, Inc.), Investors’ Rights Agreement (Nuvalent, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Section 5.6, shall terminate and be of no further force or effect (i) immediately before but subject to the consummation of the IPO a Qualified Public Offering, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, Event (as such term is defined in the Restated Certificate) pursuant to which the Investors receive cash and/or marketable securities, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Zendesk, Inc.), Investors’ Rights Agreement (Zendesk, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Sections 5.5, 5.6, and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Passage BIO, Inc.), Investors’ Rights Agreement (Passage BIO, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5 (other than Sections 5.6, 5.7 and 5.10) shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO that results in the conversion of all outstanding Preferred Stock to Common Stock, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or and (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs firstCompany’s Certificate of Incorporation.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Cue Health Inc.), Investors’ Rights Agreement (Cue Health Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the a Qualified IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Galecto Inc.), Investors’ Rights Agreement (Galecto Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.6 and 5.8, shall terminate and be of no further force or effect (i) immediately before but subject to the consummation of the IPO an IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation EventSale of the Company, as such term is defined in the Restated CertificateStockholders Agreement, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (MyoKardia Inc), Investors’ Rights Agreement (MyoKardia Inc)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.5 and 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (SEMrush Holdings, Inc.), Investors’ Rights Agreement (SEMrush Holdings, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.6 and Section 5.8, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO an IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Sprinklr, Inc.), Investors’ Rights Agreement (Sprinklr, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) or when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Rights Agreement (Syros Pharmaceuticals, Inc.), Rights Agreement (Syros Pharmaceuticals, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.7 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Jaguar Animal Health, Inc.), Investors’ Rights Agreement (Jaguar Animal Health, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Sections 5.5, 5.6, 5.7 and 5.8 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Sensei Biotherapeutics, Inc.), Investors’ Rights Agreement (Sensei Biotherapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, as amended, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Lantern Pharma Inc.), Investors’ Rights Agreement (Lantern Pharma Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Kezar Life Sciences, Inc.), Investors’ Rights Agreement (PureTech Health PLC)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.6 and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Kyverna Therapeutics, Inc.), Investors’ Rights Agreement (Kyverna Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, or (iv) immediately before the consummation of a Direct Listing, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Flywire Corp), Investors’ Rights Agreement (Flywire Corp)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.6 and 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation (as may be amended from time to time), whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Sienna Biopharmaceuticals, Inc.), Investors’ Rights Agreement (Sienna Biopharmaceuticals, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.5, 5.6 and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Root Stockholdings, Inc.), Investors’ Rights Agreement (Root, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Sections 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Akoya Biosciences, Inc.), Investors’ Rights Agreement (Akoya Biosciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, Subsections 5.6 through 5.10 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Vir Biotechnology, Inc.), Investors’ Rights Agreement (Vir Biotechnology, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.7 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Editas Medicine, Inc.), Investors’ Rights Agreement (Editas Medicine, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.4, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Receptos, Inc.), Investors’ Rights Agreement (Receptos, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Section 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO a Qualified IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Stock Sale, or (iv) upon a Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Casper Sleep Inc.), Investors’ Rights Agreement (Casper Sleep Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.8 and 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (MongoDB, Inc.), Investors’ Rights Agreement (MongoDB, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.5, 5.6 and 5.7, shall terminate and be of no further force or effect effect: (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Rights Agreement (Allogene Therapeutics, Inc.), Investors’ Rights Agreement (Allogene Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.2, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(b), 12(g) or 15(d) of the Exchange Act following the date on which the Company deregisters or is otherwise no longer subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Gi Dynamics, Inc.), Adoption Agreement (Gi Dynamics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Rights Agreement (Gryphon Online Safety, Inc.), Investor Rights Agreement (Gryphon Online Safety, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.6 and 5.7, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, in which all of the Preferred Stock is converted into Common Stock, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Instil Bio, Inc.), Investors’ Rights Agreement (Instil Bio, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.6, through 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Homology Medicines, Inc.), Investors’ Rights Agreement (Homology Medicines, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.6 and 5.8, shall terminate and be of no further force or effect upon the earliest to occur of (i) immediately before but subject to the consummation of the an IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Neon Therapeutics, Inc.), Investors’ Rights Agreement (Neon Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Everspin Technologies Inc), Investors’ Rights Agreement (Everspin Technologies Inc)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, 5 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (iiIPO,(ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Codex DNA, Inc.), Investors’ Rights Agreement (Codex DNA, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.6 and 5.8, shall terminate and be of no further force or effect upon the earliest to occur of (i) immediately before but subject to the consummation of the IPO an IPO; (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, ; or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Adoption Agreement (Fulcrum Therapeutics, Inc.), Adoption Agreement (Fulcrum Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.6, 5.7 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Oncorus, Inc.), Investors’ Rights Agreement (Oncorus, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, 5.6 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Finch Therapeutics Group, Inc.), Preferred Stock Purchase Agreement (Finch Therapeutics Group, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.6 and Subsection 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon immediately before a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Rubius Therapeutics, Inc.), Investors’ Rights Agreement (Rubius Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCharter, or (iv) upon the closing of a Stock Sale, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Yext, Inc.), Investors’ Rights Agreement (Yext, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.6 and 5.7, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Keros Therapeutics, Inc.), Investors’ Rights Agreement (Keros Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.5 and Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (IMARA Inc.), Investors’ Rights Agreement (IMARA Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Care.com Inc), Investors’ Rights Agreement (Care.com Inc)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, (iv) immediately before the consummation of the Qualified Form 10 Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Flex Pharma, Inc.), Investors’ Rights Agreement (Flex Pharma, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Dimension Therapeutics, Inc.), Investors’ Rights Agreement (Dimension Therapeutics, Inc.)

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Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.6 and 5.8, shall terminate and be of no further force or effect upon the earliest to occur of (i) immediately before but subject to the consummation of the IPO a QPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange ActAct with its Common Stock listed on the NYSE or NASDAQ, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Magenta Therapeutics, Inc.), Investors’ Rights Agreement (Magenta Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in Section 2.1 and this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate, or (d) upon a Stock Sale, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Mode Mobile, Inc.), Investors’ Rights Agreement (Mode Mobile, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, 5 shall terminate and be of no further force or effect (i) immediately before the consummation of the earliest to occur of (A) the IPO or (B) a SPAC Transaction, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.or

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Caribou Biosciences, Inc.), Investors’ Rights Agreement (Caribou Biosciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Section 5.6, Section 5.8 and Section 5.9 shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO or (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Rights Agreement, Investors’ Rights Agreement (Beam Therapeutics Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect upon the earliest of (ia) immediately before prior to the consummation of the IPO or a SPAC Transaction, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or and (iiic) upon the closing of a Deemed Liquidation Event, as such term is defined Event where proceeds are distributed in accordance with Section 2.1 and 2.2 of Article (IV)(C) of the Restated Certificate, whichever event occurs firstCertificate of Incorporation.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Fractyl Health, Inc.), Investors’ Rights Agreement (Fractyl Health, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.4, 5.5 and 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange ActIPO, or (iiiii) upon a Deemed Liquidation Event, Event (as such term is defined in Article FOURTH, Sections C.2.3.1(a) and (b) of the Restated CertificateCertificate of Incorporation) provided that pursuant to such Deemed Liquidation Event the Investors receive only cash or liquid securities, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (CarGurus, Inc.), Investors’ Rights Agreement (CarGurus, Inc.)

Termination of Covenants. The covenants set forth in this Section 56, except for Subsection 5.66.4, 6.5, 6.6 and 6.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a distribution of the proceeds of a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (PureTech Health PLC), Investors’ Rights Agreement (PureTech Health PLC)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.6, 5.7 and 5.8, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Vor Biopharma Inc.), Investors’ Rights Agreement (PureTech Health PLC)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5 and Section 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investor Rights Agreement (Eleison Pharmaceuticals Inc), Investor Rights Agreement (Eleison Pharmaceuticals Inc)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Sections 5.5, 5.6 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in or (iv) upon the Restated Certificateconsummation of a Qualified SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Affinia Therapeutics Inc.), Investors’ Rights Agreement (Affinia Therapeutics Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Aptinyx Inc.), Investors’ Rights Agreement (Aptinyx Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.8, shall terminate and be of no further force or effect upon the earliest to occur of (i) immediately before the consummation of the IPO Qualified Public Offering; (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or Trading Date and (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (OvaScience, Inc.), Investors’ Rights Agreement (OvaScience, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Sections 5.5 and 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Design Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, Subsections 5.5 and 5.6 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or a Direct Listing (whichever occurs first), (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors' Rights Agreement (Sentinel Labs, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5 and Section 5.10, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Prometheus Biosciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.6 and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, Direct Listing or SPAC Transaction, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Monte Rosa Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.5, 5.6, 5.7, 5.8 and 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (AVROBIO, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, Event (as such term is defined in the Restated Certificate), whichever event occurs first.

Appears in 1 contract

Samples: Investor Rights Agreement (Immunome Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.3 and Subsection 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Spruce Biosciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.6, 5.7 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Avedro Inc)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section[s] 5.7, 5.8 [and 5.9], shall terminate and be of no further force or effect [(i) )] immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange ActIPO[, or (iiiii) upon a Deemed Liquidation Event[, as such term is defined in the Restated CertificateCompany's Articles], whichever event occurs firstfirst].66 Miscellaneous.

Appears in 1 contract

Samples: Investors' Rights Agreement

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO Qualified Public Offering or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Bluebird Bio, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.3, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation EventLiquidation, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Angie's List, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.7, 5.8, 5.9 and 5.10, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Seventh Amended and Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (IsoPlexis Corp)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.5, 5.6, 5.7 and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Sana Biotechnology, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Viela Bio, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6, 5 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Option Agreement (Inhibrx, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Subsections 5.6 and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (resTORbio, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5 and Section 5.9, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Prometheus Biosciences, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Sections 5.6, 5.7 and 5.8, shall terminate and be of no further force or effect immediately before (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Vigil Neuroscience, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Kior Inc)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.6Section 5.5, shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: ’ Rights Agreement (Zentalis Pharmaceuticals, Inc.)

Termination of Covenants. The Except for the covenant set forth in Section 5.7, the covenants set forth in this Section 5, except for Subsection 5.6, 5 shall terminate and be of no further force or effect upon the earliest to occur of any of the following: (i) an agreement in writing by the Company, the Investor and the Key Holder; (ii) immediately before the consummation of the IPO (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, a Qualified Public Offering or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs firstArticles.

Appears in 1 contract

Samples: Investors' Rights Agreement (Duoyuan Global Water Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.7 and Subsection 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon immediately before a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Omega Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.5, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Ikena Oncology, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.6, 5.7, and 5.8, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Dyne Therapeutics, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection Subsections 5.5, 5.6, 5.8 and 5.9, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO a Qualified Public Offering, (ii) when the Company first becomes subject to the registration requirements of Sections 12(b) or 12(g) of the Exchange Act or the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Laird Superfood, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, except for Subsection 5.65.4, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated CertificateCertificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (ScripsAmerica, Inc.)

Termination of Covenants. The covenants set forth in this Section 5, 5 (except for Subsection 5.6, ) shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated CertificateCompany’s Certificate of Incorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (LogicBio Therapeutics, Inc.)

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