Common use of Required Registrations Clause in Contracts

Required Registrations. (a) At any time after the earlier to occur of (i) five years after the date of this Agreement and (ii) six months after the closing of an Initial Public Offering, an Initiating Holder or Initiating Holders may request, in writing, that the Company effect a registration on Form S-1 (or any successor form) of Registrable Shares having an aggregate value of at least $5,000,000 (based on the market price or fair value as determined by the Board of Directors in its sole discretion on the date of such request).

Appears in 2 contracts

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

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Required Registrations. (a) At any time after the earlier to occur of (i) five years after the date of this Agreement and hereof or (ii) six months after the closing of an the Initial Public Offering, an Initiating Holder a Purchaser or Initiating Holders Purchasers holding in the aggregate a majority of the Registrable Shares then outstanding may request, in writing, that the Company effect a the registration on Form S-1 (or any successor form) of Registrable Shares owned by such Purchaser or Purchasers having an aggregate value of at least $5,000,000 (based on the market price or fair value as determined by the Board of Directors in its sole discretion on the date of such request).

Appears in 2 contracts

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

Required Registrations. (a) At any time after the earlier to occur of (i) five three years after the date of this Agreement and or (ii) six months after the closing of an the Initial Public Offering, an Initiating Holder a Purchaser or Initiating Holders Purchasers holding in the aggregate at least 50.1% of the Registrable Shares then outstanding may request, in writing, that the Company effect a the registration on Form S-1 (or any successor form) of Registrable Shares owned by such Purchaser or Purchasers having an aggregate value of at least $5,000,000 (based on the market price or fair value as determined by the Board of Directors in its sole discretion on the date of such request).

Appears in 1 contract

Samples: Rights Agreement (Epizyme, Inc.)

Required Registrations. (a) At any time after the earlier to occur of (ix) five years after the date of this Agreement and July 2, 2002, or (iiy) six months after the closing of an the Initial Public Offering, an Initiating Holder a Shareholder or Initiating Holders Shareholders holding in the aggregate at least 35% of the Registrable Shares then outstanding may request, in writing, that the Company effect a the registration on Form S-1 or Form S-2 (or any successor form) of Registrable Shares owned by such Shareholder or Shareholders having an aggregate value of at least $5,000,000 (based on the then current market price or fair value as determined by the Board of Directors in its sole discretion on the date of such requestvalue).

Appears in 1 contract

Samples: Shareholders Agreement (Edison Schools Inc)

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Required Registrations. (a) At any time after the earlier to occur of twelve (i12) five years after the date of this Agreement and (ii) six months after following the closing of an the Initial Public Offering, an Initiating Holder a Purchaser or Initiating Holders Purchasers holding in the aggregate at least 40% of the Registrable Shares then outstanding may request, in writing, that the Company effect a the registration on Form S-1 or Form S-2 (or any successor form) of Registrable Shares having an aggregate value of at least $5,000,000 (based on the market price owned by such Purchaser or fair value as determined by the Board of Directors in its sole discretion on the date of such request)Purchasers.

Appears in 1 contract

Samples: Investor Rights Agreement (Aveo Pharmaceuticals Inc)

Required Registrations. (a) At any time after the earlier to occur of (i) five years after the date of this Agreement and November 17, 2014 or (ii) six months after the closing of an the Initial Public Offering, an Initiating Holder Investor or Initiating Holders Investors holding in the aggregate a majority of the Registrable Shares then outstanding may request, in writing, that the Company effect a the registration on Form S-1 (or any successor form) of Registrable Shares owned by such Investor or Investors having an aggregate value of at least $5,000,000 20,000,000 (based on the market price or fair value as determined by the Board of Directors in its sole discretion on the date of such request).

Appears in 1 contract

Samples: Registration Rights Agreement (Zipcar Inc)

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