Common use of Piggyback Registrations Clause in Contracts

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 17 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement, Investor Rights Agreement

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Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 12 contracts

Samples: Registration Rights Agreement (Metagenomi, Inc.), Investor Rights Agreement (DiCE MOLECULES HOLDINGS, LLC), Investor Rights Agreement (DiCE MOLECULES HOLDINGS, LLC)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 9 contracts

Samples: Rights Agreement, Rights Agreement, Investor Rights Agreement (Trevena Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 ten (10) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Samples: Investor Rights Agreement (Orbimed Advisors LLC), Investor Rights Agreement (Relypsa Inc), Investor Rights Agreement (Relypsa Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 ten (10) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 five (5) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Registration Rights Agreement (SB Global Advisers LTD), Registration Rights Agreement (Exscientia LTD), Autolus Therapeutics PLC Registration Rights Agreement (Autolus Therapeutics PLC)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 20 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Samples: Rights Agreement (Gp Strategies Corp), Rights Agreement (Gp Strategies Corp), Rights Agreement (National Patent Development Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 20 days prior to the filing by the Company of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the CompanyCompany for stockholders other than the Holders, but excluding Special Registration Statements) ), and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any such registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any of its Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (Inozyme Pharma, Inc.), Investor Rights Agreement (Inozyme Pharma, Inc.), Investor Rights Agreement (Inozyme Pharma, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding registrations pursuant to Sections 2.2 and 2.4 and Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (LendingClub Corp), Investor Rights Agreement (LendingClub Corp), Investor Rights Agreement (LendingClub Corp)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least 15 20 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Iterum Therapeutics LTD), Investor Rights Agreement (Iterum Therapeutics LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 30 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder, at such Holder’s election. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Trius Therapeutics Inc), Investor Rights Agreement (Trius Therapeutics Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 twenty (20) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Samples: Investor Rights Agreement (PROCEPT BioRobotics Corp), Investor Rights Agreement (PROCEPT BioRobotics Corp), Investor Rights Agreement (Prestwick Pharmaceuticals Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.may

Appears in 2 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 20 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 20 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Crinetics Pharmaceuticals, Inc.)

Piggyback Registrations. (i) The Company shall notify all Holders of Registrable Securities the Stockholders in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited towithout limitation, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder Stockholder an opportunity to include in such registration statement all or part of such Registrable Securities Shares held by such HolderStockholder. Each Holder Stockholder desiring to include in any such registration statement all or any part of the Registrable Securities Shares held by it shall, within 15 ten (10) days after the above-described notice from the Company, so notify the Company in writing. Such notice writing and the Company shall state include in such registration statement all or any part of such Shares such Stockholder requests to be registered to the intended method extent the Company may do so without violating registration rights of disposition others which exist as of the Registrable Securities by such Holderdate of this Agreement. If a Holder Stockholder decides not to include all of its Registrable Securities Shares in any registration statement thereafter filed by the Company, such Holder Stockholder shall nevertheless continue to have the right to include any Registrable Securities Shares in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Stockholder Agreement (Spacedev Inc), Stockholder Agreement (Spacedev, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities the Investor in writing at least 15 business days prior to the filing of any registration statement Registration Statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements Registration Statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder the Investor an opportunity to include in such registration statement Registration Statement all or part of such the Registrable Securities held by it holds, subject to the right of the underwriter to refuse to include the Registrable Securities in any such HolderRegistration Statement. Each Holder desiring If the Investor desires to include in any such registration statement Registration Statement all or any part of the Registrable Securities held by it it, the Investor shall, within 15 business days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holderthe Investor. If a Holder decides not In the event the Investor desires to include less than all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder Registration Statement it shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (RADIENT PHARMACEUTICALS Corp), Registration Rights Agreement (RADIENT PHARMACEUTICALS Corp)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) other than an Excluded Registration, and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such Registration Statement. If a Holder decides not to include all of its Registrable Securities in any registration statement Registration Statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Aqua Metals, Inc.), Investor Rights Agreement (Aqua Metals, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any such registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Xencor Inc), Investor Rights Agreement (Xencor Inc)

Piggyback Registrations. The If the Company at any time proposes for any reason to register Primary Shares or Other Shares under the Securities Act (other than a registration on Form S-4 or Form S-8 promulgated under the Securities Act or any successor forms thereto), the Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such HolderHolder on the same terms and conditions as the other shares participating in the underwriting. Each Holder desiring to include Registrable Securities in any such registration statement all or any part shall notify the Company within twenty (20) days after delivery of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitiesCompany, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Robcor Properties Inc), Registration Rights Agreement (Robcor Properties Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 seven (7) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Codexis Inc), Investor Rights Agreement (Codexis Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities the Holder in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such Holder. Each If Holder desiring desires to include in any such registration statement all or any part of the its Registrable Securities held by it Securities, Holder shall, within 15 twenty (20) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Vista Medical Technologies Inc), Registration Rights Agreement (Vista Medical Technologies Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 20 days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or any merger or other corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder, provided, that Rule 144 is not available as an exemption for the sale in a consecutive 90-day period of all of the Registrable Securities that any such Holder desires to sell. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 ten days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Agreement (Adept Technology Inc), Rights Agreement (Adept Technology Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 twenty (20) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Applied Genetic Technologies Corp), Investor Rights Agreement (Applied Genetic Technologies Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Syncardia Systems Inc), Registration Rights Agreement (Syncardia Systems Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will use its best efforts to afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after delivery of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Samples: Investor Rights Agreement (Digimarc Corp), Investor Rights Agreement (Digimarc Corp)

Piggyback Registrations. The Company shall notify all the Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, other than in respect of any registration statements relating statement to secondary offerings be filed pursuant to Section 2 of securities of the Company, but excluding Special Registration Statementsthis Agreement) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.. (a)

Appears in 1 contract

Samples: Registration Rights Agreement (Kaisa Group Holdings Ltd.)

Piggyback Registrations. The Commencing on and after January 1, 2013, the Company shall notify all Holders of Registrable Securities in writing at least 15 45 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited towithout limitation, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and any registration statement under Sections 2.1 and 2.3) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Infinity Energy Resources, Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (U.S. Auto Parts Network, Inc.)

Piggyback Registrations. (i) The Company shall notify all Holders of Registrable Securities the Stockholder in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited towithout limitation, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder the Stockholder an opportunity to include in such registration statement all or part of such Registrable Securities Shares held by such Holderthe Stockholder. Each Holder desiring If the Stockholder desires to include in any such registration statement all or any part of the Registrable Securities Shares held by it, it shall, within 15 ten (10) days after the above-described notice from the Company, so notify the Company in writing. Such notice writing and the Company shall state include in such registration statement all or any part of such Shares the intended method Stockholder requests to be registered to the extent the Company may do so without violating registration rights of disposition others which exist as of the Registrable Securities by such Holderdate of this Agreement. If a Holder the Stockholder decides not to include all of its Registrable Securities Shares in any registration statement thereafter filed by the Company, such Holder the Stockholder shall nevertheless continue to have the right to include any Registrable Securities Shares in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Stockholder Agreement (Spacedev, Inc.)

Piggyback Registrations. 10.2.1 The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under with the Securities Act SEC for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder of Registrable Securities desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Purchase and Shareholders Agreement (FleetMatics Group PLC)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Dialogic Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under with the Securities Act SEC for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder of Registrable Securities desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (FleetMatics Group PLC)

Piggyback Registrations. (i) The Company shall be required to notify all Holders of Registrable Securities a Holder in writing at least 15 20 days prior to the Company's filing of any registration statement under the Securities Act for purposes of a effecting an underwritten public offering of securities of the Company Common Stock (including, but not limited towithout limitation, registration statements relating to secondary offerings of securities of the CompanyCommon Stock), but excluding Special Registration Statements) and will shall afford each such a Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities then held by it such Holder. A Holder desiring to include all or any part of its Registrable Securities shall, within 15 days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state writing as to the intended method number of disposition of the Registrable Securities by to be included in such Holderregistration statement. If a Holder decides shall decide not to include all of its Registrable Securities in any such registration statement thereafter filed by the Companystatement, such Holder nevertheless shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to underwritten public offerings of its securitiesCommon Stock, all in each instance upon the terms and conditions set forth herein. The right to registration of Registrable Securities under this Section 4(c) shall not be construed to limit in any way the obligation of the Company to register the Registrable Securities under Section 4(b).

Appears in 1 contract

Samples: Securities Purchase Agreement (Liferate Systems Inc)

Piggyback Registrations. The Company shall notify all Holders persons owning of Registrable Securities record Shares or shares of Common Stock issuable upon conversion f the Shares that have not been sold to the public ("Holders") in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act of 1933, as amended (the "Securities Act") for purposes of a any public offering of securities of by the Company, on Form S-1 or any other available form, initiated by the Company (including, but not limited to, excluding registration statements relating to secondary offerings of securities employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Company, but excluding Special Registration StatementsSecurities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities shares of Common Stock issuable upon conversion of the Shares held by such HolderHolder ("Registrable Shares"). Each Holder desiring to include in any such registration statement all or any part of the its Registrable Securities held by it Shares shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the such Registrable Securities by such HolderShares. If a Holder decides not to include all of its Registrable Securities Shares in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any its Registrable Securities Shares in any subsequent such registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Securities Subscription Agreement (Ednet Inc)

Piggyback Registrations. The Following the Company’s Initial Public Offering, the Company shall notify all Holders of Registrable Securities in writing at least 15 30 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such Holder. Each Holder desiring to include Registrable Securities in any such registration statement all or any part of shall notify the Registrable Securities held by it shall, Company within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitiesCompany, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Auxilium Pharmaceuticals Inc)

Piggyback Registrations. The Subject to Section 9 of this Agreement and after the expiration of the Lockup Period, the Company shall notify all the Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities 1933 Act for purposes of effecting a public offering of securities of the Company (includingother than (i) a registration on Form S‑4 or Form S‑8, but not limited toor any successor or other forms promulgated for similar purposes, registration statements relating and (ii) demand registrations pursuant to secondary offerings of securities of the Company, but excluding Special Registration StatementsSection 2) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Cinedigm Corp.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering Public Offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization or other SEC Rule 145 transaction, an offer and will sale of debt securities, or a registration on any registration form that does not permit secondary sales), and shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within 15 twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Shareholders Agreement (Huize Holding LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 ten (10) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 ten (10) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (NGM Biopharmaceuticals Inc)

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Piggyback Registrations. The Company Acquiror shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company Acquiror (including, but not limited to, registration statements relating to secondary offerings of securities of the CompanyAcquiror, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the CompanyAcquiror, so notify the Company Acquiror in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the CompanyAcquiror, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company Acquiror with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Bluephoenix Solutions LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 twenty (20) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Pacific DataVision, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 thirty days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.any

Appears in 1 contract

Samples: Investor Rights Agreement (Celladon Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.registration

Appears in 1 contract

Samples: Investor Rights Agreement (Ambit Biosciences Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 ten (10) business days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 ten (10) business days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the number of Registrable Securities to be registered and the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Immune Design Corp.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least 15 ten (10) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 ten (10) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and subject to the conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Chazak Value Corp.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) business days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) business days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Cardiomems Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 twenty (20) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Quantum Corp /De/)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities the Investor in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities Securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities Securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Clause ‎3 or Clause ‎5 or to any employee benefit plan or a corporate reorganization) and will afford each such Holder the Investor an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities then held by it shall, the Investor. The Investor shall within 15 twelve (12) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by the Investor wishes to include in such Holderregistration statement. If a Holder the Investor decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder the Investor shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitiesSecurities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (China Jo-Jo Drugstores, Inc.)

Piggyback Registrations. The Company shall notify all the Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, other than in respect of any registration statements relating statement to secondary offerings be filed pursuant to Section 2 of securities of the Company, but excluding Special Registration Statementsthis Agreement) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Nam Tai Property Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company solely for cash (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Femasys Inc)

Piggyback Registrations. The Commencing 180 days after a Qualified IPO (as such term is defined in the Amended and Restated Bye-laws), the Company shall notify all Holders of Registrable Securities each Holder in writing (a “Piggyback Notice”) at least 15 30 days prior to the (x) filing of any registration statement to effect a registration of Ordinary Shares on Form S-3/F-3 or (y) filing any registration statement to effect a registration of Ordinary Shares under the Securities Act for purposes on behalf of a public offering of securities of the Company (includingTechnology Holdings, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderHolder as provided in this Section 8.1. Each such Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty days after receipt of the above-described notice Piggyback Notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of its Registrable Securities by such HolderHolder wishes to include in such registration statement (it being agreed that any such election to include Shares shall be irrevocable). If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities held by it in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitieswhich shall trigger a Piggyback Notice, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Subscription and Shareholders Agreement (Stratus Technologies Bermuda Holdings Ltd.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder Holders an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holderthereby. Each If Holder desiring desires to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 twenty (20) days after the above-above- described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Securities Purchase Agreement (Perceptronics Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited towithout limitation, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 thirty days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Aclarion, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) Statements and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Rights Agreement (NGTV)

Piggyback Registrations. The (i) Subject to the terms of this Agreement, if the Company proposes to Register for its own account any of its Equity Securities, or for the account of any holder (other than a Holder) of Equity Securities any of such holder’s Equity Securities, in connection with the public offering of such securities solely for cash (except as set forth in Sections 2.2(a) and 2.2(b)(iii), the Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) business days prior to filing any Registration Statement, give each Holder written notice of such Registration and, upon the filing written request of any registration statement under the Securities Act for purposes Holder given within fifteen (15) business days after delivery of a public offering of securities of such notice, the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity shall use its reasonable best efforts to include in such registration statement all or part of such Registration any Registrable Securities held by such Holder. Each Holder desiring thereby requested to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities be Registered by such Holder. If a Holder decides not to include all or any of its Registrable Securities in any registration statement thereafter filed such Registration by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securitiesCompany, all upon the terms and conditions set forth herein. The Company shall have the right to terminate or withdraw any Registration initiated by it under this Section 2.2(b) prior to the effectiveness of such Registration, whether or not any Holder has elected to participate therein. The expenses of such withdrawn Registration shall be borne by the Company.

Appears in 1 contract

Samples: Shareholders Agreement (Actions Semiconductor Co., Ltd.)

Piggyback Registrations. The Commencing 180 days after a Qualified IPO (as such term is defined in the Amended and Restated Bye-laws), the Company shall notify all Holders of Registrable Securities any Holder in writing (a “Piggyback Notice”) at least 15 30 days prior to the (x) filing of any registration statement to effect a registration of Ordinary Shares on Form S-3/F-3 or (y) filing any registration statement to effect a registration of Ordinary Shares under the Securities Act for purposes on behalf of a public offering of securities of the Company (includingTechnologies Holdings, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderHolder as provided in this Section 8.1. Each such Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty days after receipt of the above-described notice Piggyback Notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of its Registrable Securities by such HolderHolder wishes to include in such registration statement (it being agreed that any such election to include Shares shall be irrevocable). If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities held by it in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitieswhich shall trigger a Piggyback Notice, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Intercreditor Agreement (Stratus Technologies Bermuda Holdings Ltd.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least 15 twenty (20) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 twenty (20) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Gulfport Energy Corp)

Piggyback Registrations. The Commencing 180 days after a Qualified IPO (as such term is defined in the Amended and Restated Bye-laws), the Company shall notify all Holders of Registrable Securities each Holder in writing (a “Piggyback Notice”) at least 15 30 days prior to the (x) filing of any registration statement to effect a registration of Ordinary Shares on Form S-3/F-3 or (y) filing any registration statement to effect a registration of Ordinary Shares under the Securities Act for purposes on behalf of a public offering of securities of the Company (includingTechnology Holdings, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderHolder as provided in this Section 8.1. Each such Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within 15 twenty days after receipt of the above-described notice Piggyback Notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of its Registrable Securities by such HolderHolder wishes to include in such registration statement (it being agreed that any such election to include Shares shall be irrevocable). If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities held by it in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitieswhich shall trigger a Piggyback Notice, all upon the terms and conditions set forth herein.. 8.2

Appears in 1 contract

Samples: Subscription and Shareholders Agreement

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities Purchaser in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements for the purpose of conducting a rights offering to the Company’s stockholders on Form S-1 or otherwise, on Form S-8 or on Form S-4, or any successor forms) and will afford each such Holder Purchaser an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderPurchaser. Each Holder Purchaser desiring to include in any such registration statement all or any part of the Registrable Securities held by it Purchaser shall, within 15 twenty (20) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by Purchaser wishes to include in such Holderregistration statement. If a Holder Purchaser decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder Purchaser shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Securities Purchase Agreement (TRANS LUX Corp)

Piggyback Registrations. The Company shall will notify all Holders of Registrable Securities Holder in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each If Holder desiring desires to include in any such registration statement all or any part of the Registrable Securities held by it shallHolder, Holder shall within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall will state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall will nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Regulus Therapeutics Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 thirty (30) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and registration statements relating to an Initial Offering) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least 15 fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within 15 fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Samples: Investor Rights Agreement (Five Prime Therapeutics Inc)

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