Common use of Termination of Registration Rights Clause in Contracts

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 14 contracts

Samples: Investors’ Rights Agreement (Model N Inc), Rights Agreement (CreditCards.com, Inc.), Agreement (HouseValues, Inc.)

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Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 with respect to a Registrable Security (i) after five the date on which that Registrable Security has been sold under a registration statement filed in accordance with this Agreement or (5ii) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which if all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month three-month period without volume limitation and without registration in compliance with Rule 144 of under the 1933 Act.

Appears in 13 contracts

Samples: Registration Rights Agreement (Icm Asset Management Inc/Wa), Registration Rights Agreement (Aura Systems Inc), Registration Rights Agreement (Aura Systems Inc)

Termination of Registration Rights. No Holder holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to at any Holder, such earlier time at which all Registrable Securities held by when such Holder (and any affiliate of the Holder with whom such Holder must aggregate may sell all its sales under Rule 144) can be sold shares in any a three (3)-month 3) month period without registration in compliance with under Rule 144 of the Act.

Appears in 9 contracts

Samples: Registration Rights Agreement (Trxade Group, Inc.), Registration Rights Agreement (Natural Gas Systems Inc/New), Registration Rights Agreement (Natural Gas Systems Inc/New)

Termination of Registration Rights. No (a) Except as set forth in paragraph (b) no Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 6 contracts

Samples: Registration Rights Agreement (China Technology Development Group Corp), Registration Rights Agreement (China Technology Development Group Corp), Registration Rights Agreement (China Technology Development Group Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder or other person with whom such Holder must aggregate its sales under Rule 144144 of the Securities Act) can be sold in any three without restriction (3)-month period including volume and manner-of-sale restrictions) on a single day without registration in compliance with Rule 144 of the ActSecurities Act (or any similar provision then in effect) and such Holder has received, upon such Holder’s request, an opinion of counsel to the Company to that effect.

Appears in 6 contracts

Samples: Registration Rights and Lockup Agreement (PMC Commercial Trust /Tx), Registration Rights and Lockup Agreement (PMC Commercial Trust /Tx), Registration Rights and Lockup Agreement (PMC Commercial Trust /Tx)

Termination of Registration Rights. No The Holder shall no longer be entitled to exercise any right registration rights provided for in this Section 1 15.1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities Shares held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month three-month period without registration in compliance with Rule 144 of the Act.

Appears in 5 contracts

Samples: Loan and Security Agreement (Bioheart, Inc.), Bioheart, Inc., Bioheart, Inc.

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 4 after five the earlier of (5i) years following September 30, 2005; or (ii) the consummation of the Initial Offering or, as to any Holder, such earlier time at which when all Registrable Securities held by such Holder (and any affiliate can, in the opinion of counsel to the Holder with whom such Holder must aggregate its sales under Rule 144) can Company, be sold by a Holder in any three (3)-month a three-month period without registration in compliance with under the Securities Act pursuant to Rule 144 of the Act144.

Appears in 4 contracts

Samples: Common Stock and Warrant Agreement (Neoforma Com Inc), Registration Rights Agreement (Neoforma Com Inc), Registration Rights Agreement (Vha Inc)

Termination of Registration Rights. No The Holder shall no longer be entitled to exercise any right registration rights provided for in this Section 1 9.1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities Shares held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month three-month period without registration in compliance with Rule 144 144(k) of the Securities Act.

Appears in 4 contracts

Samples: Payment and Security Agreement (Bioheart, Inc.), Payment and Security Agreement (Bioheart, Inc.), Bioheart, Inc.

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) three years following the consummation of a Qualified IPO, (ii) such time as Rule 144 or another similar exemption under the Initial Offering orSecurities Act is available for the sale of all of such Holder’s shares during a three-month period without registration, or (iii) upon termination of the Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.1.

Appears in 4 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering sale of securities pursuant to a Qualifying IPO or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under SEC Rule 144) can be sold without restriction in any three (3)-month 3) month period without registration in compliance with SEC Rule 144 of the Act144.

Appears in 4 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 Article II after the earlier of (i) five (5) years following the consummation date the Company consummates the First Public Offering and is subject to the provisions of the Initial Offering or, as to any Holder, such earlier Exchange Act or (ii) the time at which when all Registrable Securities held by such Holder (and together with Registrable Securities held by any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with pursuant to Rule 144 of the Act144.

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Miramar Venture Partners, LP), ’ Rights Agreement (Innovative Micro Technology Inc), Investors’ Rights Agreement (Bavp Vii Lp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following at any time, and the consummation obligations of the Initial Offering or, as Company to any a Holder under this Section 1 shall terminate with respect to such Holder, when such earlier time at which Holder may sell all its Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any a three (3)-month 3) month period without registration in compliance with under Rule 144 of the Act.

Appears in 4 contracts

Samples: Registration Rights Agreement (World Waste Technologies Inc), Registration Rights Agreement (World Waste Technologies Inc), Registration Rights Agreement (World Waste Technologies Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following from the consummation date hereof with respect to Demand Registration Rights, or (ii) such time as Rule 144 or another similar exemption (without recourse to Rule 144(k) unless such Holder holds less than or equal to 2% of the Initial Offering or, as to any Stock) under the Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares during a three (3)-month period without registration in compliance with Rule 144 of the Act.registration,

Appears in 4 contracts

Samples: Security Agreement (Miscor Group, Ltd.), Registration Rights Agreement (Miscor Group, Ltd.), Stock Purchase Agreement (Miscor Group, Ltd.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of an IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any 's shares during a three (3)-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 4 contracts

Samples: Investors' Rights Agreement (Northwest Biotherapeutics Inc), Investors' Rights Agreement (Northwest Biotherapeutics Inc), Northwest Biotherapeutics Inc

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any 's shares during a three (3)-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 3 contracts

Samples: ' Rights Agreement (Iphysician Net Inc), Investors' Rights Agreement (Cytokinetics Inc), Rights Agreement (Sitesmith Inc)

Termination of Registration Rights. No Holder holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to at any Holder, such earlier time at which all Registrable Securities held by when such Holder (and any affiliate of the Holder with whom such Holder must aggregate may sell all its sales under Rule 144) can be sold shares in any a three (3)-month 3) month period without registration in compliance with under Rule 144 of the Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Procera Networks Inc), Registration Rights Agreement (Procera Networks Inc), Registration Rights Agreement (Procera Networks Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) four (4) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any 's shares during a three (3)-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 3 contracts

Samples: Rights Agreement (Sage Inc/Ca), Investors' Rights Agreement (Sage Inc/Ca), Investors' Rights Agreement (Sage Inc/Ca)

Termination of Registration Rights. No Notwithstanding anything in this Section 1 to the contrary, no Holder shall be entitled to exercise any right provided for in this Section 1 after five 1: (5i) at any time more than two (2) years following the consummation date after the Company becomes a Public Company or (ii) at such time as such Holder is able to sell all of the Initial Offering or, as to any such Holder, such earlier time at which all 's Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month a single three-month period without registration in compliance with Rule 144 of the Act144.

Appears in 3 contracts

Samples: Note and Warrant Purchase Agreement (Mobility Electronics Inc), Note and Warrant Purchase Agreement (Mobility Electronics Inc), Note and Warrant Purchase Agreement (Mobility Electronics Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five seven (57) years following the consummation of the Initial Offering orMerger Closing Date; provided, as to any however, that a Holder, such ’s rights provided for in this Section 1 shall terminate earlier time at which all Registrable Securities held by when such Holder (and any affiliate of the Holder with whom such Holder must aggregate may sell all its sales under Rule 144) can be sold shares in any a three (3)-month 3) month period without registration in compliance with under Rule 144 of the ActSecurities Act (without reference to Rule 144(k)).

Appears in 3 contracts

Samples: Rights Agreement (KKR Zt LLC), Rights Agreement (Zhone Technologies Inc), Rights Agreement (Ejabat Morteza)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five three (53) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Abovenet Communications Inc), Investors' Rights Agreement (Planetrx Com), Rights Agreement (Summit Design Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) years following the consummation second (2nd) anniversary of the Initial Offering oreffective date of the registration statement filed pursuant to this Section 1, (ii) at such time as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of the Holders' shares during a three-month period without registration, or (iii) upon termination of the entire Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 4.1.

Appears in 3 contracts

Samples: Investor Rights Agreement (Photoworks Inc /Wa), Investor Rights Agreement (Photoworks Inc /Wa), Investor Rights Agreement (Photoworks Inc /Wa)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 (i) after five (5) years following the consummation of the Initial Offering or, IPO or (ii) as to any Holder, such earlier time at which such Holder can sell all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in it during any three (3)-month 3) month period without registration in compliance with Rule 144 of the Act144.

Appears in 3 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Tandem Diabetes Care Inc), Investors’ Rights Agreement (Tandem Diabetes Care Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (a) five (5) years following the consummation of a Qualified IPO, (b) such time after the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate expiration of the Holder with whom lock-up period described in Section 1.14(a) above as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month Holder’s shares during a three-month period without registration or (c) upon termination of this Agreement, as provided in compliance with Rule 144 of the ActSection 3.1.

Appears in 3 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following at any time, and the consummation obligations of the Initial Offering or, as Company to any a Holder under this Section 1 shall terminate with respect to such Holder, when such earlier time at which Holder may sell all its Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any a three (3)-month 3) month period without registration in compliance with under Rule 144 of the ActAct (whether or not such Registrable Securities are then held in the form of Common Shares).

Appears in 3 contracts

Samples: Registration Rights Agreement (Calibre Energy, Inc.), Registration Rights Agreement (Calibre Energy, Inc.), Registration Rights Agreement (Hardwood Doors & Milling Specialities Inc)

Termination of Registration Rights. No The Holder shall no longer be entitled to exercise any right registration rights provided for in this Section 1 9.1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities Shares held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month three-month period without registration in compliance with Rule 144 144(k) of the Act.

Appears in 3 contracts

Samples: Bioheart, Inc., Bioheart, Inc., Bioheart, Inc.

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five three (53) years following the consummation of the Initial Offering or(except that the piggyback right provided for in Section 1.3 shall expire in accordance with the terms of Section 1.3), nor, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Basin Water, Inc.), Registration Rights Agreement (Basin Water, Inc.), Registration Rights Agreement (Basin Water, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 6 after five six (56) years following the consummation date after which Holders may request registration of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and pursuant to Section 6.2(a) nor at any affiliate of time when the Holder with whom such Holder must aggregate its sales under has the right to sell all of his Registrable Securities pursuant to SEC Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act144(k).

Appears in 2 contracts

Samples: Unit Purchase Agreement (Bestnet Communications Corp), Note Purchase Agreement (Bestnet Communications Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering sale of securities pursuant to a Qualifying IPO or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under SEC Rule 144) can be sold in any three (3)-month 3) month period without registration in compliance with SEC Rule 144 of the Act144.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five 2 upon the earlier of (5a) the date seven (7) years following after the consummation effective date of a registration statement filed by the Company under the Securities Act in connection with the Initial Offering or, as or (b) with respect to any Holder, such earlier time at which all Registrable after the effective date of a registration statement filed by the Company under the Securities held by such Holder (and any affiliate of Act in connection with the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Initial Offering as Rule 144 or another similar exemption under the Securities Act is available for the sale of the Actall of such Holder’s shares without restriction.

Appears in 2 contracts

Samples: Rights Agreement, Rights Agreement (Invuity, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of the Initial Offering ora Qualified IPO, as (ii) with respect to any a particular Holder, such earlier time at which as Rule 144 or another similar exemption under the Securities Act is available for the sale of all Registrable Securities held by of such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month Holder’s shares during a three-month period without registration registration, or (iii) upon termination of this Agreement, as provided in compliance with Rule 144 of the ActSection 3.1.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 10 after five the earlier of (5i) years following such time as Rule 144 or another similar exemption under the consummation Securities Act is available for the sale of the Initial Offering or, as to any such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares without limitation during a three (3)-month month period without registration in compliance with Rule 144 or (ii) the day following the four year anniversary of the Actdate of issue.

Appears in 2 contracts

Samples: Micron Solutions Inc /De/, Arrhythmia Research Technology Inc /De/

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 1.15 after the earlier of (a) five (5) years following the consummation of a Qualified IPO, (b) such time as Rule 144 or another similar exemption under the Initial Offering orSecurities Act is available for the sale of all of such Holder’s shares during a 90-day period without registration, or (c) upon termination of this Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.

Appears in 2 contracts

Samples: Rights Agreement (Asana, Inc.), Rights Agreement (Asana, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 (a) after five (5) years following the consummation of the Initial Offering orOffering, or (b) as to any Holder, such earlier time after the Initial Offering at which such Holder can sell all Registrable Securities shares held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold it in any three (3)-month 3) month period without registration in compliance with Rule 144 of the Act144.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 with respect to Registrable Securities if (i) such Holder is eligible to sell, transfer or otherwise convey such Registrable Securities pursuant to Rule 144 in any three-month period or (ii) after five (5) years following the consummation of the Initial Offering orIPO, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Actwhichever is earlier.

Appears in 2 contracts

Samples: Shareholder Rights Agreement (Gudjonsson Gudjon Mar), Shareholder Rights Agreement (Oz Com)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 2 after five (5) years following the consummation of the Initial Public Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate Affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three ninety (3)-month 90) day period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5a) two years following the consummation of a Qualified IPO, (b) such time as Rule 144 or another similar exemption under the Initial Offering orSecurities Act is available for the sale of all of such Holder’s shares during a three-month period without registration, or (c) upon termination of this Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (10x Genomics, Inc.), Investors’ Rights Agreement (10X Genomics, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (a) five (5) years following the consummation of the Initial Offering or, or (b) as to any Holder, the date after the Initial Offering on which such earlier time at which Holder can sell all Registrable Securities shares held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales it under Rule 144) can be sold in 144 without any three (3)-month period without registration in compliance with Rule 144 limitation on volume of the Actsales.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Astera Labs, Inc.), Investors’ Rights Agreement (Astera Labs, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as with respect to any Holder at such time after the Qualified IPO as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period ’s shares without registration in compliance with Rule 144 of the Actwithin any three-month period.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Auspex Pharmaceuticals, Inc.), Investors’ Rights Agreement (Auspex Pharmaceuticals, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, Offering; provided however that as to any Holder, such Holder shall not be entitled to registration rights during such earlier time at which such Holder can immediately sell all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in 144 during any three ninety (3)-month period without registration in compliance with Rule 144 of the Act90)-day period.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after on the earlier of (i) five (5) years following the consummation of a Qualified IPO or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares during a three (3)-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: Investor Rights Agreement (Netlogic Microsystems Inc), Investor Rights Agreement (Netlogic Microsystems Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of the Initial Offering or, sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the initial firm commitment underwritten offering of its securities to the general public or (ii) such time as to any Rule 144 or another similar exemption under the Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder 's shares during a ninety (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 90)-day period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Nuvasive Inc), Investors' Rights Agreement (Sorrento Networks Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 's shares during a three-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: ' Rights Agreement (Drugstore Com Inc), ' Rights Agreement (Drugstore Com Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, at such time as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month month period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bill the Butcher, Inc.), Registration Rights Agreement (Bill the Butcher, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after Agreement upon the earlier to occur of the following: (i) five (5) years following the consummation of the Initial Offering or, or (ii) as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and together with any affiliate affiliates of the Holder with whom such Holder must aggregate its sales under Rule 144144 promulgated under the Act) can be sold in is able to sell all Registrable Securities within any three (3)-month period without registration in compliance with Rule 144 of the Act3) month period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Macrocure Ltd.), Registration Rights Agreement (Macrocure Ltd.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) six (6) years following the consummation of the Initial Offering or, sale of securities pursuant to a registration statement filed by the Company under the Securities Act in connection with the Qualified IPO or (ii) as to any Holder, such earlier time time, on or after the closing of the Company’s first registered public offering of Common Stock, at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period free of restrictions and without registration in compliance with Rule 144 of the Securities Act.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) years following the consummation of the Initial Offering or, as with respect to any Holder, at such earlier time at which after the Company’s initial public offering as Rule 144 or another similar exemption under the Securities Act is available for the sale of all Registrable Securities held by of such Holder Holder’s shares during a three-month period without registration, or (and any affiliate ii) upon termination of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold Agreement, as provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.1.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Tracon Pharmaceuticals, Inc.), Investors’ Rights Agreement (Tracon Pharmaceuticals, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 2 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, (ii) such time as Rule 144 or another similar exemption under the Initial Offering orSecurities Act is available for the sale of all of such Holder’s shares during a three-month period without registration, or (iii) upon termination of the Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 4.1.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be entitled to exercise any registration right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO or (ii) such time as Rule 144(k) or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all ’s Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any during a three (3)-month 3) month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: Rights Agreement, Investors’ Rights Agreement (Calix Networks Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (a) five (5) years following the consummation of a Qualified IPO, (b) such time as Rule 144 or another similar exemption under the Initial Offering orSecurities Act is available for the sale of all of such Holder’s shares during a three-month period without registration, or (c) upon termination of this Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Elastic N.V.), Investors’ Rights Agreement (Elastic N.V.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 2 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which date all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can may be sold in any three (3)-month a single three-month period without registration in compliance with under Rule 144 of under the Securities Act.

Appears in 2 contracts

Samples: Investors Rights Agreement (Converse Inc), Asset Purchase Agreement (Converse Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 (i) after five four (54) years following the consummation of the Initial Offering or, or (ii) as to any Holder, such earlier time after the Initial Offering at which such Holder (A) can sell all shares held by it in compliance with Rule 144(k) or (B) all Registrable Securities held by such Holder (and together with any affiliate Affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three one (3)-month 1)-month period without registration in compliance with Rule 144 of the Act144.

Appears in 2 contracts

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

Termination of Registration Rights. No The Holder shall not be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month three-month period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (KFX Inc), Registration Rights Agreement (KFX Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering a Qualified IPO or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act, provided that the shares held by such Holder are less than one percent (1%) of the Company’s outstanding securities.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Control4 Corp), Investors’ Rights Agreement (Control4 Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) four (4) years following the consummation of the Initial Offering orCompany's initial public offering, or (ii) such time as to any Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any 's shares during a three (3)-month 3) month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

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

Termination of Registration Rights. No Holder shall be ---------------------------------- entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time beginning after expiration of the "Market Standoff" set forth in Section 1.13 at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Rights Agreement (Ibeam Broadcasting Corp), Ibeam Broadcasting Corp

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, such time as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate together with its affiliates) may sell all of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month Registrable Securities during a three-month period without registration in compliance with registration, pursuant to Rule 144 of or another similar exemption under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Forward Industries Inc), Registration Rights Agreement (Metro One Telecommunications Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right the registration rights provided for in this Section 1 Sections 1.2 or 1.3 after five the earlier to occur of (5i) years following October 1, 2003, or (ii) the consummation date on which such Holder may sell all of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 90-day period without registration in compliance with pursuant to the terms of SEC Rule 144 of the Actas such rule is then in effect.

Appears in 2 contracts

Samples: Registration Rights Agreement (Inet Technologies Inc), Registration Rights Agreement (Inet Technologies Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares during a consecutive three (3)-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: Funding Agreement (Omeros Corp), Rights Agreement (Omeros Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of a QIPO, as defined in the Initial Offering Restated Certificate or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three ninety (3)-month 90) day period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

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

Termination of Registration Rights. No Notwithstanding anything in this Section 1 to the contrary, no Holder shall be entitled to exercise any right provided for in this Section 1 after five 1: (5i) at any time more than four (4) years following the consummation of date after the Initial Offering or, Company becomes a Public Company or (ii) at such time as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate is able to sell all of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold Holder's Registerable Securities in any three (3)-month a single three-month period without registration in compliance with Rule 144 of the Act144.

Appears in 2 contracts

Samples: Purchase Agreement (Mobility Electronics Inc), Purchase Agreement (Mobility Electronics Inc)

Termination of Registration Rights. No Notwithstanding anything in this Section 1 to the contrary, no Holder shall be entitled to exercise any right provided for in this Section 1 after five 1: (5i) at any time more than four (4) years following the consummation date of the Initial Offering or, Company's IPO or (ii) at such time as such Holder is able to any sell all of such Holder, such earlier time at which all 's Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month a single three-month period without registration in compliance with Rule 144 of the Act144.

Appears in 2 contracts

Samples: Rights Agreement (Mobility Electronics Inc), Investors' Rights Agreement (Mobility Electronics Inc)

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Termination of Registration Rights. No Notwithstanding anything in this Section 1 to the contrary, no Holder shall be entitled to exercise any right provided for in this Section 1 after five 1: (5i) at any time more than four (4) years following the consummation date after the Company becomes a Public Company or (ii) at such time as such Holder is able to sell all of the Initial Offering or, as to any such Holder, such earlier time at which all 's Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month a single three-month period without registration in compliance with Rule 144 of the Act144.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Mobility Electronics Inc), Preferred Stock Purchase Agreement (Mobility Electronics Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 Agreement after five the earlier of (5i) seven years following the consummation of the Initial Offering orIPO, (ii) such time as to any Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month ’s shares during a three-month period without registration in compliance with Rule 144 or (iii) upon termination of the ActAgreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Oxford Immunotec Global PLC), Registration Rights Agreement (Oxford Immunotec Global PLC)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) years following the consummation of the Initial Offering or, as with respect to any Holder, at such earlier time at which after the Qualified IPO as Rule 144 or another similar exemption under the Securities Act is available for the sale of all Registrable Securities held by of such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month Holder’s shares during a three-month period without registration registration, or (ii) upon termination of this Agreement, as provided in compliance with Rule 144 of the ActSection 3.1.

Appears in 2 contracts

Samples: Rights Agreement (Surgiquest Inc), Rights Agreement (Surgiquest Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section CLAUSE 1 after five (5) years following the consummation of the Initial Offering Closing Date or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Udate Com Inc), Option Agreement (Anthem Recording West Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right Registration rights provided for in this Section 1 after five 2 or Section 3 hereof following the earlier to occur of: (5i) years following the closing of a Liquidation Event, (ii) the fifth (5th) anniversary of the consummation of the Initial Offering oran IPO or (iii) at such time, as to any Holderfollowing an IPO, such earlier time at which when all Registrable Securities held by such Holder (and any affiliate Affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration limitation and without Registration in compliance with Rule 144 of promulgated under the Securities Act.

Appears in 2 contracts

Samples: Investor Rights Agreement (Structure Therapeutics Inc.), Investor Rights Agreement (ShouTi Inc.)

Termination of Registration Rights. No Holder shall be ---------------------------------- entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Aristotle International Inc), Rights Agreement (Metasolv Software Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) three (3) years following the consummation of the Initial Offering or, sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the initial firm commitment underwritten offering of its securities to the general public or (ii) as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 90 day period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Investor Rights Agreement (Constellation Energy Group Inc), Investor Rights Agreement (Midamerican Energy Holdings Co /New/)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation such time as such Holder may sell all of the Initial Offering or, as to any such Holder, such earlier time at which all ’s Registrable Securities held or entitled to be held upon conversion by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 90-day period without registration in compliance with a single transaction under Rule 144 of the ActSecurities Act (or similar exception).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Intuity Medical, Inc.), Investors’ Rights Agreement (Intuity Medical, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five four (54) years following the consummation of the Initial Offering sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the initial firm commitment underwritten offering of its securities to the general public, or, as with respect to any Holderindividual Holder or its transferee, such earlier time at which when all Registrable Securities held by such Holder (and any affiliate of the Holder with whom or such Holder must aggregate its sales transferee may be sold under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of under the ActAct within a given 90-day period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Markland Technologies Inc), Registration Rights Agreement (Markland Technologies Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) years following the consummation of the Initial Offering or, as with respect to any Holder, at such earlier time at which after the Qualified IPO as Rule 144 or another similar exemption under the Securities Act is available for the sale of all Registrable Securities held by of such Holder Holder’s shares during a three-month period without registration, or (and any affiliate ii) upon termination of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold Agreement, as provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.1.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Tracon Pharmaceuticals Inc), Investors’ Rights Agreement (Acelrx Pharmaceuticals Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.its

Appears in 2 contracts

Samples: Rights Agreement (Globespan Semiconductor Inc), Rights Agreement (Fairmarket Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all any Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month three-month period without registration in compliance with Rule 144 or Rule 145 of the Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Treaty Oak Bancorp Inc), Registration Rights Agreement (Treaty Oak Bancorp Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering Qualified IPO or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Rights Agreement (Combimatrix Corp), Rights Agreement (Combimatrix Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial a Qualified Public Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three ninety (3)-month 90) day period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (CloudMinds Inc.), Investors’ Rights Agreement (Cloudminds Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 (except Section 1.10 hereof) after (i) five (5) years following the consummation of a Qualified IPO, and (ii) during such times as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares during a three (3)-month 3) month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: Investor Rights Agreement (Montage Technology Group LTD), Investor Rights Agreement (Montage Technology Group LTD)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five three (53) years following the consummation of the Initial Public Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three ninety (3)-month 90) day period without registration in compliance with Rule 144 of the Act.

Appears in 2 contracts

Samples: Rights Agreement, ’s Rights Agreement (Fulgent Genetics, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any registration right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 's shares during a three-month period without registration in compliance with registration, without reference to Rule 144 of the Act144(k).

Appears in 2 contracts

Samples: Investors' Rights Agreement (Anacor Pharmaceuticals Inc), Investors' Rights Agreement (Anacor Pharmaceuticals Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) one (1) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 's shares during a three-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Voyager Group Usa-Brazil LTD), ' Right Agreement (Voyager Group Inc/Ca/)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) years following the consummation when all of the Initial Offering or, as to any such Holder, such earlier time at which all ’s Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales could be sold without restriction under Rule 144144(b)(1)(i) can be sold in any three within a ninety (3)-month 90) day period without registration the requirement for the Company to be in compliance with the current public information required under Rule 144 144(c)(1); (ii) the fifth anniversary of the ActCompany’s initial public offering or (iii) upon termination of the Agreement, as provided in Section 3.1.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Trade Desk, Inc.), Investors’ Rights Agreement (Trade Desk, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares during a three (3)-month period without registration in compliance with Rule 144 of the Actand without limitation.

Appears in 2 contracts

Samples: Rights Agreement (ChemoCentryx, Inc.), Rights Agreement (ChemoCentryx, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of: (5a) four (4) years following the consummation of the Initial Offering or, IPO or (b) as to any particular Holder, following the IPO and expiration of the restrictions described in Section 2.14 above, at such earlier time at which as such Holder and its affiliates hold Registrable Securities in aggregate representing less than 1% of the Company’s outstanding Common Stock and all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can affiliates may immediately be sold in any three (3)-month 3) month period without registration in compliance with under SEC Rule 144 of the Act144.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Oportun Financial Corp), Investors’ Rights Agreement (Oportun Financial Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 Article I after the earlier of (i) five (5) years following from the consummation date hereof, or (ii) such time as Rule 144 or another similar exemption under the Securities Act is available for the sale of the Initial Offering or, as to any all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any ’s shares during a three (3)-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 1 contract

Samples: Registration Rights Agreement (Medicor LTD)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 (a) after five (5) years following the consummation of the Initial Offering orOffering, (b) as to any Holder, such earlier time after the Initial Offering at which such Holder holds one percent (1%) or less of the Company’s outstanding Common Stock and all Registrable Securities held by such Holder (and together with any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act144.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Imperva Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5i) three (3) years following the consummation of the Initial Offering orQualified Public Offering, or (ii) during such time as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any , or another similar exemption under the Securities Act, is available for the sale of all such Holder’s Shares during a three (3)-month 3) month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Bakbone Software Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years if, following the consummation of the Initial Offering orOffering, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 3) month period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

Samples: Investors' Rights Agreement (Bab Holdings Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 2 hereof after the earlier of: (i) five (5) years following the consummation Closing (as defined in the Stock Purchase Agreement), or (ii) such time as Rule 144 or another similar exemption under the Act is available for the sale of the Initial Offering or, as to any all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any 's shares during a three (3)-month 3) month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Odwalla Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 Article II after five four (54) years following the consummation of the Initial Company’s initial Public Offering or, as to any Holder, or such earlier time at which all Registrable Securities held by such Holder (and any affiliate Affiliate of the such Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 144(k) of the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Osiris Therapeutics, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five three (53) years following the consummation of the Initial a Qualified Public Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three ninety (3)-month 90) day period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

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

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Public Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

Samples: Rights Agreement (Tradeout Com Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 2 after the earlier of (i) five (5) years following the consummation closing of the Initial Offering or, as IPO or (ii) with respect to any Holder, at such earlier time at which all Registrable Securities held by such Holder (and any affiliate after the closing of the Holder with whom IPO as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month Holder’s shares during a three-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 1 contract

Samples: Registration Rights Agreement (WhiteSmoke, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Fibrogen Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five the earlier of (5a) three years following the consummation of a Qualified IPO, (b) such time as Rule 144 or another similar exemption under the Initial Offering orSecurities Act is available for the sale of all of such Holder’s shares during a three-month period without registration, or (c) upon termination of this Agreement, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold provided in any three (3)-month period without registration in compliance with Rule 144 of the ActSection 3.

Appears in 1 contract

Samples: Rights Agreement (Confluent, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after the earlier of (i) five (5) years following the consummation of a Qualified IPO, or (ii) such time as Rule 144 or another similar exemption under the Initial Offering or, as to any Securities Act is available for the immediate sale of all of such Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month ’s shares during a three-month period without registration in compliance with Rule 144 of the Actregistration.

Appears in 1 contract

Samples: Rights Agreement (Emphasys Medical, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five two (52) years following the consummation of the Initial Offering date hereof or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Raining Data Corp)

Termination of Registration Rights. No Holder shall be entitled to exercise any registration right provided for in this Section 1 Sections 6(b), 6(c) or 6(d) after five the date that is two (52) years following the consummation an initial Public Offering of the Initial Offering Shares of the Company or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month 3) month period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

Samples: Investors Agreement (Allegiant Travel CO)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five at such date (5i) seven (7) years following the consummation of a Qualified IPO or (ii) after the Initial Offering or, as to any Holder, such earlier time at which Company’s initial registered public offering when all remaining Registrable Securities held or entitled to be held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales may be sold under Rule 144) can be sold in 144 during any three (3)-month period without registration in compliance with Rule 144 of the Act3) month period.

Appears in 1 contract

Samples: Rights Agreement (Salesforce Com Inc)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Act.

Appears in 1 contract

Samples: ’ Rights Agreement (Fibrogen Inc)

Termination of Registration Rights. No The Holder shall not be entitled to exercise any right provided for in this Section 1 Article 4 after five (5) years following the consummation of the Initial Offering or, as to any Holder, such earlier time at which all Registrable Securities held by such the Holder (and any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 of the Securities Act.

Appears in 1 contract

Samples: Security Agreement (SCOLR Pharma, Inc.)

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 1 Article IV after five four (54) years following the consummation of the Initial Company’s initial Public Offering or, as to any Holder, or such earlier time at which all Registrable Securities held by such Holder (and any affiliate Affiliate of the such Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3)-month period without registration in compliance with Rule 144 144(k) of the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Osiris Therapeutics, Inc.)

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