Common use of Termination of Registration Rights Clause in Contracts

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 shall terminate upon the lapse of seven (7) years from the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act.

Appears in 4 contracts

Samples: Registration Rights Agreement (Caesarstone Ltd.), Registration Rights Agreement (Mifalei Sdot-Yam Agricultural Cooperative Society Ltd.), Registration Rights Agreement (Tene Growth Capital III (G.P.) Co Ltd.)

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Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 Section 15.1 or 5 15.2 shall terminate upon the lapse of seven (7) years from on the date on which all Warrant Shares held or entitled to be held upon exercise by such Holder may immediately be sold under Rule 144 during any 90 day period; provided, however, that the provisions of this Section 15.8 shall not apply to any Holder who owns more than one percent (1%) of the Company’s IPO or when all 's outstanding Common Stock until such time as such Holder owns less than one percent (1%) of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActCompany's outstanding Common Stock.

Appears in 4 contracts

Samples: Warrant Agreement (Aremissoft Corp /De/), Warrant Agreement (Aremissoft Corp /De/), Warrant Agreement (Aremissoft Corp /De/)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 4 contracts

Samples: Rights Agreement, Investors’ Rights Agreement (Corium International, Inc.), Investors’ Rights Agreement (Corium International, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Initial Public Offering.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Prosper Marketplace Inc), Investors’ Rights Agreement (Prosper Marketplace Inc), Investors’ Rights Agreement (Prosper Marketplace Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or this Section 5 shall terminate upon on the lapse earlier of seven (7i) such date on which all shares of Registrable Securities held by such Holder may immediately be sold under Rule 144 during any ninety (90)-day period, and (ii) three (3) years from after the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActClosing Date.

Appears in 3 contracts

Samples: Convertible Note Purchase Agreement (Avistar Communications Corp), Convertible Note Purchase Agreement (Avistar Communications Corp), Common Stock Purchase Agreement (Avistar Communications Corp)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period without volume limitation, and (ii) five (5) years after the Securities Actclosing of the Company’s Qualified IPO (as defined in the Restated Certificate).

Appears in 3 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate on the earlier of (i) such date, on or after the closing of the Initial Public Offering, on which all shares of Registrable Securities held or entitled to be held upon the lapse of seven conversion by such Holder may immediately be sold under Rule 144 during any ninety (790)-day period; and (ii) five (5) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActInitial Public Offering.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (T2 Biosystems, Inc.), Investors’ Rights Agreement (T2 Biosystems, Inc.), Investors’ Rights Agreement (T2 Biosystems, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 21.2, 3, 4 1.3 or 5 1.5 shall terminate upon on the lapse closing of seven (7) years from the date first Company-initiated registered public offering of Common Stock of the Company’s IPO or when , provided that all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 during any 90-day period, or on such date after the closing of the first Company-initiated registered public offering of Common Stock of the Company as all shares of Registrable Securities held or entitled to be held upon conversion by such Holder may immediately be sold under the Securities ActRule 144 during any 90-day period.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Combichem Inc), Investors' Rights Agreement (Combichem Inc), Stock Purchase Agreement (Combichem Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 during any ninety (90) day period without the requirement for the Company to be in compliance with the current public information required under Rule 144(c)(1), and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 3 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 3 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 during any ninety (90) day period (and without the requirement for the Company to be in compliance with the current public information required under Section (c)(1) of Rule 144) and (ii) four (4) years after the Securities Actclosing of a Qualified Public Offering.

Appears in 3 contracts

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

Termination of Registration Rights. The right of any Holder ---------------------------------- to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 1.2 shall terminate upon such date as, in the lapse opinion of seven counsel to the Company, a public trading market shall exist for the Company's Common Stock and all shares of Registrable Securities beneficially owned or subject to Rule 144 aggregation by such Holder may immediately be sold under Rule 144 (7without regard to Rule 144(k)) years from during any 90-day period and such Holder holds less than one percent (1%) of the date outstanding capital stock of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Crossworlds Software Inc), Stock Purchase Agreement (Crossworlds Software Inc), Stock Purchase Agreement (Crossworlds Software Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 Section 1.2 or 5 1.3 hereof shall terminate upon on the lapse closing of seven (7) years from the date first registered public offering of Common Stock of the Company’s IPO or when , if all shares of such Holder’s Registrable Securities could held by such Holder may immediately be sold without restriction pursuant to under Rule 144 during any 90-day period, or on such date after the closing of the first registered public offering of Common Stock of the Company as all shares of Registrable Securities held by such Holder may immediately be sold under the Securities ActRule 144 during any 90-day period.

Appears in 3 contracts

Samples: Registration Rights Agreement (Accentia Biopharmaceuticals Inc), Registration Rights Agreement (Accentia Biopharmaceuticals Inc), Registration Rights Agreement (Accentia Biopharmaceuticals Inc)

Termination of Registration Rights. The right of any Holder or Common Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) the date on which such Holder or Common Holder holds no Subject Securities; and (ii) five (5) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActInitial Public Offering.

Appears in 3 contracts

Samples: Investor Rights Agreement (Smith Electric Vehicles Corp.), Investor Rights Agreement (Smith Electric Vehicles Corp.), Investor Rights Agreement (Smith Electric Vehicles Corp.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 Section 1 or 5 Section 2 shall terminate upon the lapse earlier of seven such date as all shares of Registrable Securities held or entitled to be held upon conversion by such Holder and its affiliates may immediately be sold under Rule 144 during any ninety (790) years from day period without volume limitation and with the date current public information required under Rule 144(c)(1) deemed to be available and such Holder holds less than one percent (1%) of outstanding capital stock of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act.

Appears in 3 contracts

Samples: Registration Rights Agreement (Clearwater Analytics Holdings, Inc.), Registration Rights Agreement (Clearwater Analytics Holdings, Inc.), Registration Rights Agreement (Clearwater Analytics Holdings, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 6(d), 3, 4 6(e) or 5 6(f) shall terminate upon on the lapse earlier of seven (7i) ten (10) years from after the date closing of the Company’s IPO first registered public offering of Common Stock of the Corporation, or when (ii) on such date as all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion or exercise by such Holder may immediately be sold without restriction pursuant to under Rule 144 under the Securities Actduring any 90-day period.

Appears in 3 contracts

Samples: Stockholders' Agreement (Medscape Inc), Stock Purchase Agreement (Medscape Inc), Stockholders Agreement (Medscape Inc)

Termination of Registration Rights. The right of any Holder registration rights afforded to request registration or inclusion of the Investor under this Section 1 shall terminate on the earliest date when all Registrable Securities in any registration of the Investor either: (i) have been publicly sold by the Investor pursuant to Sections 2a Registration Statement, 3(ii) have been covered by an effective Registration Statement which has been effective for an aggregate period of twelve (12) months (whether or not consecutive), 4 or 5 shall terminate upon the lapse of seven (7iii) years from the date of the Company’s IPO or when all of such Holder’s Registrable Securities could may be sold without restriction by the Investor pursuant to Rule 144 under the Securities Act144(k).

Appears in 3 contracts

Samples: Form of Registration Rights Agreement (Chatsworth Acquisitions Iii Inc), Form of Registration Rights Agreement (Chatsworth Acquisitions I Inc), Form of Registration Rights Agreement (Chatsworth Acquisitions Ii Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period and (ii) three (3) years after the Securities Actclosing of a Qualified Public Offering.

Appears in 3 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Principia Biopharma Inc.), Investors’ Rights Agreement (Principia Biopharma Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Section 1 shall terminate upon the lapse on such date as all shares of seven (7) years from the date of the Company’s IPO or when all of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder (a) may immediately be sold under Rule 144 during any ninety (90)-day period (including, without restriction limitation, pursuant to Rule 144 under 144(k)) and (b) represent less than 5% of the Securities Actoutstanding Western Multiplex Common Stock.

Appears in 2 contracts

Samples: Stockholders Agreement (Western Multiplex Corp), Stockholders Agreement (Western Multiplex Corp)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 hereof shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 2.1 shall terminate upon on the lapse earlier of seven (7i) such date on which all shares of Registrable Securities held by such Holder may immediately be sold under Rule 144 during any ninety (90) day period, and (ii) three (3) years from after the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Actthis Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (LiveRamp Holdings, Inc.), Registration Rights Agreement (LiveRamp Holdings, Inc.)

Termination of Registration Rights. The right of any Holder to make a Registration Request shall terminate upon the first date on which such Holder’s Registrable Securities represent less than two and one-half percent (2.5%) of the then-outstanding Ordinary Shares. The right of any Holder to request registration or inclusion of Registrable Securities in any registration or Shelf Offering pursuant to Sections 2Subsections 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon the lapse of seven (7) years from the date of the Company’s IPO or when all of on which such Holder’s Holder ceases to beneficially own any Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActSecurities.

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (King Digital Entertainment PLC)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse of seven earlier of: (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Shares, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) five (5) years after the Securities Actclosing of the IPO.

Appears in 2 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (CRISPR Therapeutics AG)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered underwritten public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (ii) four (4) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any the Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Section 5.1 shall (in each case unless the Company and the Holder otherwise agree in writing) terminate upon the lapse earlier to occur of seven (7i) years from the date on which the Holder ceases to hold (or have the ability to exercise this Warrant for) Warrant Shares equal to at least 0.5% of the Company’s IPO or when all fully diluted share capital of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActCompany and (ii) the first anniversary of the Expiration Date.

Appears in 2 contracts

Samples: IBEX LTD, IBEX LTD

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, (ii) four (4) years after the Securities Actclosing of the Company’s Initial Public Offering and (iii) upon termination of the Agreement as provided herein.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 1.3 or 5 1.11 shall terminate upon the lapse of seven and such Holder's securities shall no longer be deemed to be Registrable Securities at such time as (7i)(A) years from the date such Holder holds less than 1% of the Company’s IPO 's outstanding Common Stock (including the Common Stock issued or when all issuable upon conversion of the Company's outstanding Preferred Stock) and (B) such Holder’s 's Registrable Securities could may be sold without restriction pursuant to Rule 144 under 144(k) or (ii) the Securities Actexpiration of three years after the closing of the first Company-initiated firm commitment underwritten public offering of Common Stock of the Company.

Appears in 2 contracts

Samples: Rights Agreement (Accelerated Networks Inc), Rights Agreement (Accelerated Networks Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 1.3 or 5 1.5 shall terminate on the earlier of (i) such date after the closing of the first registered public offering of Common Stock of the Company as all shares of Registrable Securities held or entitled to be held upon the lapse of seven conversion by such Holder, together with its affiliates, may immediately be sold under Rule 144 during any ninety (790)-day period, and (ii) five (5) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Actinitial public offering.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Restoration Robotics Inc), Investors’ Rights Agreement (Restoration Robotics Inc)

Termination of Registration Rights. The right of any the Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 hereunder shall terminate (i) upon the lapse later of seven the Holder’s right to sell the Registrable Securities without restriction under Rule 144 or the second anniversary of the Closing or, if earlier, (7ii) years from upon the date merger, combination, consolidation, or sale or exchange of outstanding capital stock of the Company to or with another entity when shareholders of the Company’s IPO , as such, do not own a majority of the outstanding capital stock of the surviving or when all of acquiring entity immediately following such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Acttransaction.

Appears in 2 contracts

Samples: Registration Rights Agreement (Omtool LTD), Agreement and Plan of Merger (Omtool LTD)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) as to any shares of Registrable Securities, during such period following the closing of the Initial Public Offering when such shares can be sold in any ninety (90) day period under Rule 144, or (ii) five (5) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActInitial Public Offering.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Genesis Financial Inc), Investors’ Rights Agreement (Cornerstone OnDemand Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on such date after the lapse of seven (7) years from the date closing of the Company’s IPO or when first registered public offering of Common Stock of the Company as all shares of such Holder’s Registrable Securities could held by such holder may immediately be sold without restriction pursuant to under Rule 144 under the Securities Actduring any 90-day period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Crossfire Capital Corp.), Registration Rights Agreement (Crossfire Capital Corp.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse of seven earlier of: (7i) years from such date, on or after the date closing of the Company’s IPO or when 's first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, (ii) a Change of Control of the Securities ActCompany, or (iii) five (5) years after the closing of the Company's Initial Public Offering.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Quantenna Communications Inc), Investors' Rights Agreement (Quantenna Communications Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon the lapse expiration of seven five (75) years from after the date closing of the Company’s IPO a Qualified Public Offering or when such earlier time at which such Holder can sell all of such Holder’s Registrable Securities could be sold without restriction pursuant to held by him, her or it in compliance with Rule 144 under the Securities Act144(k).

Appears in 2 contracts

Samples: Preferred Membership Unit Purchase Agreement (FVA Ventures, Inc.), Preferred Membership Unit Purchase Agreement (FVA Ventures, Inc.)

Termination of Registration Rights. The (a) Except as provided in Section 2.14(b), the right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on such date, on or after the lapse of seven (7) years from the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under the Securities Actduring any ninety (90)-day period.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 2 contracts

Samples: Voting Agreement (Juno Therapeutics, Inc.), Voting Agreement (Juno Therapeutics, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder (together with its affiliates) may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (ii) five (5) years after the Securities Actclosing of the Company’s Qualifying IPO (as defined in the Fourth Amended and Restated Certificate of Incorporation, as may be amended from time to time).

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder Stockholder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 2.1 or 5 2.2 shall terminate upon on the lapse earlier of seven (7i) years from the such date on which all shares of the Company’s IPO or when all of such Holder’s Registrable Securities could held by a Stockholder may immediately be sold without restriction pursuant to under Rule 144 under the Securities Actduring any 90-day period and (ii) such date on which a Stockholder ceases to hold shares of Registrable Securities.

Appears in 2 contracts

Samples: Stockholders Rights Agreement, Stockholders Rights Agreement (WPP PLC)

Termination of Registration Rights. The right rights of any a Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Agreement shall terminate upon the lapse of seven earlier of: (7i) five (5) years from after the date of the Company’s IPO Initial Public Offering or (ii) as to any Holder, when all of shares held by such Holder’s Registrable Securities could Holder may be sold without restriction pursuant to under Rule 144 under of the Securities ActAct within any ninety (90)-day period.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pogo Jet, Inc.), Registration Rights Agreement (Pogo Jet, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering, on which (x) all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period and (y) such Holder holds less than .5% of the Securities ActCompany’s Common Stock (on an as-converted basis) on a fully-diluted basis; and (ii) five (5) years after the closing of the Company’s Initial Public Offering.

Appears in 2 contracts

Samples: Rights Agreement (Adamas Pharmaceuticals Inc), Rights Agreement (Adamas Pharmaceuticals Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate on the earlier of (i) such date, on or after the closing of the Company’s first registered public offering of Common Stock, on which all shares of Registrable Securities held or entitled to be held upon the lapse of conversion by such Holder may immediately be sold under Rule 144 or Rule 145 and (ii) seven (7) years from after the date closing of a Qualified Initial Public Offering by the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Q2 Holdings, Inc.), Investors’ Rights Agreement (Q2 Holdings, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 1.3 shall terminate upon on the lapse of seven (7) years from the date closing of the first Company’s IPO or when -initiated registered public offering of Common Stock of the Company if all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 during any 90-day period, or on such date after the closing of the first Company-initiated registered public offering of Common Stock of the Company as all shares of Registrable Securities held or entitled to be held upon conversion by such Holder may immediately be sold under the Securities ActRule 144 during any 90-day period.

Appears in 2 contracts

Samples: Investor Rights Agreement (International Wireless Communications Holdings Inc), Investor Rights Agreement (International Wireless Communications Holdings Inc)

Termination of Registration Rights. The right rights of any Holder Shareholder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Agreement shall terminate upon the lapse of seven earlier to occur of: (7a) years from the date fourth anniversary of the Company’s IPO or when all of Initial Public Offering, and (b) such Holder’s Registrable Securities could be sold without restriction pursuant to time as Rule 144 or another similar exemption under the Securities ActAct is available for the sale of all such Shareholder’s Company Securities without limitation during a three-month period without registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Merus N.V.), Registration Rights Agreement (Merus B.V.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder (together with any affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Agreement shall terminate upon on the lapse earlier of: (i) the date on which all shares of seven Registrable Securities held any Holder that holds less than 1% of the outstanding capital stock of the Company may immediately be sold under Rule 144 during any ninety (790)-day period, or (ii) five (5) years from after the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Actthis Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Q Comm International Inc), Registration Rights Agreement (Q Comm International Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which date all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 during any ninety (90) day period without the requirement for the Company to be in compliance with the current public information required under Rule 144(c)(1), (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering, and (iii) upon a Deemed Liquidation Event.

Appears in 2 contracts

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

Termination of Registration Rights. The right rights of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Agreement shall terminate upon the lapse earlier of seven (7i) five (5) years from after the date closing of the Company’s IPO 's first Public Offering or when all (ii) as to any Investor on such date after the closing of the Company's first Public Offering as such Holder’s Investor owns less then thirty percent (30%) of the number of Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act.originally purchased by such Investor. EXHIBIT B INFORMATION AND INSPECTION RIGHTS

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Article I shall terminate upon on such date after the lapse of seven (7) years from the date closing of the first Company’s IPO or when -initiated registered public offering of Common Stock of the Company at which the Company is subject to the reporting requirements of the Exchange Act and all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may be sold without restriction pursuant to volume or manner of sale limitations under Rule 144 under the Securities Actduring any three-month period.

Appears in 2 contracts

Samples: Adoption Agreement (Alkami Technology, Inc.), Adoption Agreement (Alkami Technology, Inc.)

Termination of Registration Rights. The right obligations of the Company to register any Holder's Registrable Shares pursuant to this Section 1 shall terminate on the earlier of (i) five years after the Company's first Public Offering, or (ii) with respect to any Holder to request of registration or inclusion of rights, at such time as all Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 shall terminate upon the lapse of seven (7) years from the date of the Company’s IPO or when all Shares of such Holder’s Registrable Securities could Holder may be sold without restriction within a three (3) month period pursuant to Rule 144 under or (iii) at such time as a Holder holds Registrable Shares constituting less than one percent (1%) of the Securities Actoutstanding voting stock of the Company.

Appears in 2 contracts

Samples: Investor Rights Agreement (SRS Labs Inc), Investor Rights Agreement (SRS Labs Inc)

Termination of Registration Rights. The This Agreement, including but limited to the right of the Investor or any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 2.3 or 3, 4 or 5 shall terminate upon the lapse of seven date such Holder holds less than two percent (72%) years from the date of the Company’s IPO or when all of then outstanding Ordinary Shares, provided such Holder’s Registrable Securities could shares may be sold without restriction pursuant to Rule 144 144(b)(1) under the Securities ActAct without limitations on volume.

Appears in 2 contracts

Samples: Registration Rights Agreement (Igp Digital Interaction L.P.), Registration Rights Agreement (Jacada LTD)

Termination of Registration Rights. The right obligations of any Holder the Company to request registration or inclusion register shares of Registrable Securities in any registration pursuant to Sections 2, 3, 4 under Section 7.01 or 5 7.02 for a holder of Registrable Securities shall terminate upon on the lapse earlier to occur of seven (7i) years from the date on which such holder can, in the reasonable opinion of counsel to the Company’s IPO or when , sell all shares of such Holder’s its Registrable Securities could be sold in a three-month period without restriction registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

Samples: Common Stock and Warrant Purchase Agreement (Discovery Laboratories Inc /De/), Common Stock and Warrant Purchase Agreement (Discovery Laboratories Inc /De/)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 1 shall terminate upon the lapse of seven earliest to occur of: (7a) the date that is five (5) years from following the date consummation of the initial public offering of the Company’s IPO or when securities, (b) such time following the Company’s initial public offering as Rule 144 is available for the sale of all of such Holder’s Registrable Securities could be sold shares without restriction pursuant to Rule 144 under limitation during a three-month period without registration or (c) the Securities Actconsummation of a Liquidation Transaction, as that term is defined in the Restated Certificate.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate on the earlier of (i) such date, on or after the closing of the Initial Public Offering, on which all shares of Registrable Securities held or entitled to be held upon the lapse of seven conversion by such Holder may immediately be sold under Rule 144 during any ninety (790) day period and (ii) four (4) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActInitial Public Offering.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Kinnate Biopharma Inc.), Investors’ Rights Agreement (Kinnate Biopharma Inc.)

Termination of Registration Rights. The right of any Holder or Common Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7a) years from such date, on or after the date closing of a Qualified Public Offering, on which such Holder, together with its affiliates, holds less than 1% of the Company’s IPO or when outstanding capital stock, and all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (b) three (3) years after the Securities Actclosing of a Qualified Public Offering.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Asante Solutions, Inc.), Investors’ Rights Agreement (Asante Solutions, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 2.1 or 5 2.2 shall terminate upon on the lapse date that is the earlier of seven (7i) four (4) years from after the date closing of the Company’s IPO or when all Initial Public Offering and (ii) the first date following the second anniversary of such Holderthe closing of the Company’s Registrable Securities could be sold without restriction pursuant Initial Public Offering on which (x) the Conversion Stock of the Company has been listed on an Eligible Exchange for two years and remains so listed and (y) the Company is eligible to Rule 144 use Form S-3 under the Securities Act.

Appears in 2 contracts

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 Section 2.1 or 5 Section 2.2 shall terminate upon the lapse earliest to occur of seven (7a) years from the date closing of a Deemed Liquidation Event (as such term is defined in the Company’s IPO or Certificate of Incorporation); (b) when all of such Holder’s Registrable Securities could be sold without restriction pursuant to under SEC Rule 144 under 144; and (c) the Securities Actthird (3rd) anniversary of the IPO.

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon with respect to such Holder on the lapse earlier of seven (7a) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period; and (b) five (5) years after the Securities Actclosing of the Company’s Public Offering.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Barracuda Networks Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

Samples: Rights Agreement (Cvent Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (ii) five (5) years after the Securities Actclosing of the Company’s Qualified Initial Public Offering.

Appears in 1 contract

Samples: Investor Rights Agreement (Kythera Biopharmaceuticals Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

Samples: ’ Rights Agreement (Semler Scientific, Inc.)

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Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 2.1 or 5 2.2 shall terminate upon the lapse earliest to occur of: the closing of seven (7) years from the date of a Deemed Liquidation Event, as such term is defined in the Company’s IPO Certificate of Incorporation; or when such time as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder’s Registrable Securities could be sold shares without restriction pursuant to Rule 144 under the Securities Act.limitation during a three-month period without registration; and

Appears in 1 contract

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

Termination of Registration Rights. The right rights of any particular Holder to request registration or inclusion of Registrable Securities in any registration pursuant cause the Company to register securities under Sections 21.6, 3, 4 or 5 1.7 and 1.8 shall terminate upon with respect to such Holder after the lapse earlier of seven either (7i) years from the fifth anniversary of the effective date of the Company’s IPO 's Initial Public Offering or (ii) such date when all of such Holder’s remaining Registrable Securities could held or entitled to be held by such Holder may be sold without restriction pursuant to in reliance on Rule 144 promulgated under the Securities ActAct during any ninety day period.

Appears in 1 contract

Samples: Investor Rights Agreement (Bam Entertainment Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 1 shall terminate upon on the lapse earlier of seven (7a) after five years from following the date consummation of the Company’s IPO sale of securities pursuant to a registration statement filed by the Company under the Act in connection with the initial firm commitment underwritten offering of its securities to the general public or when (b) if all shares of such Holder’s Registrable Securities could held may immediately be sold without restriction pursuant to under Rule 144 under the Securities Actduring any 90-day period.

Appears in 1 contract

Samples: Rights Agreement (Predictive Systems Inc)

Termination of Registration Rights. The Any Holder’s right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 2.1 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) two (2) years after the Securities Actclosing of the Company’s Qualified Public Offering.

Appears in 1 contract

Samples: Investor Rights Agreement (Paragon 28, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Ordinary Shares, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (ii) five (5) years after the Securities Actclosing of a Qualified Public Offering.

Appears in 1 contract

Samples: Investor Rights Agreement (Ambow Education Holding Ltd.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 Section 1.2 or 5 to request registration pursuant to Section 1.3 shall terminate upon the lapse earlier of seven (7i) five years from after the date of the Company’s IPO 's initial Public Offering, or when (ii) such date as a public trading market shall exist for the Company's Common Stock and all shares of such Holder’s Registrable Securities could be sold without restriction pursuant beneficially owned or subject to Rule 144 aggregation by such Holder may immediately be sold under the Securities ActRule 144 (without regard to Rule 144(k)) during any 90-day period.

Appears in 1 contract

Samples: Rights Agreement (Premier Research Worldwide LTD)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 1.3 or 5 1.5 shall terminate on the earlier of (i) such date after the closing of the first Company-initiated registered public offering of Common Stock of the Company as all shares of Registrable Securities held or entitled to be held upon conversion by such Holder may immediately be sold under Rule 144 during any three (3)-month period or (ii) the lapse expiration of seven five (75) years from after the date closing of the first registered public offering of Common Stock of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act.. SECTION 2

Appears in 1 contract

Samples: Investors’ Rights Agreement (Active Network Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when 's first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period, and (ii) three (3) years after the Securities Act.closing of a Qualifying IPO. Section 3

Appears in 1 contract

Samples: ' Rights Agreement (Accuray Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 1.3 or 5 1.5 shall terminate upon after the lapse earlier of seven (7a) five (5) years from following the date closing of the first Company-initiated registered public offering of Common Stock of the Company’s IPO , or when (b) such time as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Actshares during any ninety (90) day period.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Brightmail Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earliest of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any 90-day period or (ii) the Securities Actoccurrence of a Deemed Liquidation Event (as defined in the Company’s Fifth Amended and Restated Certificate of Incorporation, as may be amended from time to time).

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate on the earlier of (i) such date, on or after the closing of the Company’s first registered public offering of Common Stock, on which all shares of Registrable Securities held or entitled to be held upon the lapse of conversion by such Holder may immediately be sold under Rule 144(k) and (ii) seven (7) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActInitial Public Offering.

Appears in 1 contract

Samples: Voting Agreement (Cerus Corp)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90)-day period; and (ii) five (5) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Raindance Technologies Inc)

Termination of Registration Rights. The right rights to cause the Company to Register securities granted under Sections 6 and 7 of any Holder this Agreement shall terminate, with respect to request registration or inclusion each Holder, on the earlier of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 shall terminate upon (i) the lapse of seven (7) date five years from after the closing date of the Company’s IPO or when all 's initial public offering, (ii) upon such Holder holding less than 1% of the outstanding Registrable Securities provided such Holder’s 's Registrable Securities could can be sold without restriction pursuant to Rule 144 under within a three-month period without compliance with the registration requirements of the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Com21 Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 this Section 1 shall terminate upon the lapse of seven earliest to occur of: (7a) five years from after a Qualified IPO; (b) a Liquidation Transaction (as defined in the date of the Company’s IPO Restated Certificate); or (c) when all of such Holder’s Registrable Securities could shares held by the Investors are eligible to be sold without restriction pursuant to under Rule 144 under the Securities Act144(b)(1) within any 90-day period.

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of ---------------------------------- include Registrable Securities in any registration pursuant to Sections 2Section 1.2, 31.3, 4 or 5 1.4 shall terminate upon the lapse earlier of seven (7i) such date as a public trading market shall exist for the Company's Common Stock and all shares of Registrable Securities beneficially owned by such Holder may immediately be sold under Rule 144 (without regard to Rule 144(k)) during any 90-day period, and (ii) the date that is three years from following the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act's initial underwritten public offering.

Appears in 1 contract

Samples: Stock Purchase Agreement (Webb Interactive Services Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Subsections 2.2, 3, 4 2.3 or 5 2.4 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period and (ii) three (3) years after the Securities Actdate the Company’s Common Stock began trading on the Nasdaq Stock Market or the New York Stock Exchange.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Helios & Matheson Analytics Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 shall terminate upon the lapse earlier of seven (7i) five years from after a Qualified Public Offering (as defined below) or (ii) the date time at which all shares of the Company’s IPO or when all of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may be sold without restriction pursuant to immediately under Rule 144 under the Securities Actwithout regard to any volume limitations thereunder.

Appears in 1 contract

Samples: Investor Rights Agreement (Traffic.com, Inc.)

Termination of Registration Rights. The right rights of any particular Holder to request registration cause the Company to register securities under Sections 18(b), 18(c) or inclusion 18(i) hereof shall terminate as to any Holder on the later of (i) two (2) years following the consummation of a Qualified Public Offering, or (ii) the date such Holder is able to dispose of all of its Registrable Securities in any registration 90 day period pursuant to Sections 2, 3, 4 or 5 shall terminate upon the lapse of seven (7) years from the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to SEC Rule 144 (or any similar or analogous rule promulgated under the Securities 1933 Act).

Appears in 1 contract

Samples: Investor Rights Agreement (Blackbaud Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 2.1 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Arista Networks, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 1 hereof shall terminate upon the lapse expiration of seven three (73) years from after the date closing of the initial public offering of Common Stock of the Company’s IPO or when . In addition, a Holder's registration rights shall expire if all of such Holder’s Registrable Securities could held by and issuable to such Holder may be sold without restriction pursuant to under Rule 144 under the Securities Act.during any ninety (90) day period. SECTION 2

Appears in 1 contract

Samples: Investors Rights Agreement (Caldera Systems Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 1.3 or 5 1.5 shall terminate upon after the lapse earlier of seven (7i) five (5) years from following the date closing of the initial public offering of Common Stock of the Company’s IPO , or when (ii) such time as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act's shares during any ninety (90) day period.

Appears in 1 contract

Samples: Investors' Rights Agreement (Critical Path Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, (ii) two (2) years after the Securities Actclosing of the Company’s Initial Public Offering and (iii) a Change of Control.

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 or 5 Section 1.3 and Section 1.4 shall terminate upon on such date after the lapse of seven (7) years from the date closing of the first Company’s IPO or when -initiated registered public offering of Common Stock of the Company as all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under the Securities Actduring any 90-day period.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Sirenza Microdevices Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate on the earlier of (i) a Deemed Liquidation Event (as defined in the Company’s Amended and Restated Certificate of Incorporation), (ii) such date on which all shares of Registrable Securities held or entitled to be held upon the lapse of seven conversion by such Holder may immediately be sold under Rule 144 during any ninety (790) day period, and (iii) five (5) years from after the date closing of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActInitial Public Offering.

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Ordinary Shares, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any 90-day period and (ii) three years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Establishment Labs Holdings Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in ill any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) five (5) years after the Securities Actclosing of the Initial Public Offering.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Keen Home Inc.)

Termination of Registration Rights. The right of any Holder to request All registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 rights granted under this Section 2 shall terminate upon and be of no further force and effect on the lapse of seven fifth anniversary after the First Closing. In addition, a Holder's registration rights shall expire if (7a) years from the date such Holder holds less than 1% of the Company’s IPO or when 's outstanding Common Stock (treating all shares of such Holder’s convertible Preferred Stock on an as converted basis) and (b) all Registrable Securities could held by and issuable to such Holder may be sold without restriction pursuant to under Rule 144 under the Securities Act.during any ninety (90) day period without volume limitations. 2.8

Appears in 1 contract

Samples: Investors' Rights Agreement (Pequot Capital Management Inc/Ct/)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 32.2, 4 2.3 or 5 2.4 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering, or (iii) the third anniversary of the Trading Date.

Appears in 1 contract

Samples: Rights Agreement (Kinemed Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO first registered public offering of Common Stock, on which all shares of Registrable Securities held or when entitled to be held upon conversion by such Holder may immediately be sold under Rule 144 in a given ninety (90) day period, and (ii) such date as all of such Holder’s the Registrable Securities could held or entitled to be sold without restriction pursuant to held upon conversion by such Holder may transferred under Rule 144 under the Securities Act144(k).

Appears in 1 contract

Samples: Investor Rights Agreement (Luna Innovations Inc)

Termination of Registration Rights. The right of any Holder ---------------------------------- to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 23.1, 3, 4 3.2 or 5 3.3 shall terminate on the earlier of (i) such date after the closing of the first registered public offering of Common Stock of the Company as all shares of Registrable Securities held or entitled to be held upon the lapse of seven conversion by such Holder may be sold under Rule 144 during any 90-day period, or (7ii) three (3) years from after the date closing of the first Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act-initiated registered public offering.

Appears in 1 contract

Samples: Investors' Rights Agreement (Xpeed Networks Inc)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 25.1, 3, 4 5.2 or 5 5.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period, and (ii) three (3) years after the Securities Actclosing of the Company’s Initial Public Offering.

Appears in 1 contract

Samples: Stockholders’ Agreement (StreetShares, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 22.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when first registered public offering of Common Stock, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder may immediately be sold without restriction pursuant to under Rule 144 under during any ninety (90) day period and (ii) three (3) years after the Securities Actclosing of the Initial Public Offering.

Appears in 1 contract

Samples: Investor Rights Agreement (Domo, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 2.1, 3, 4 2.2 or 5 2.3 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when Initial Public Offering, on which all shares of such Holder’s Registrable Securities could held or entitled to be held upon conversion by such Holder (x) constitute less than one percent (1%) of the Company’s outstanding Common Stock and (y) may be sold without restriction pursuant to under Rule 144 under 144, and (ii) three (3) years after the Securities Actclosing of the Initial Public Offering.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Solazyme Inc)

Termination of Registration Rights. The right of any Holder to request ---------------------------------- registration or inclusion of Registrable Securities in any registration pursuant to Sections 2Section 1.2, 3, 4 1.3 or 5 1.5 shall terminate upon after the lapse earlier of seven (7i) five (5) years from following the date closing of the first Company-initiated registered public offering of Common Stock of the Company’s IPO , or when (ii) such time as Rule 144 or another similar exemption under the Securities Act is available for the sale of all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Act's shares during any ninety (90) day period.

Appears in 1 contract

Samples: Rights Agreement (Egain Communications Corp)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 1.2 hereof shall terminate upon the lapse of seven earlier of: (7i) the date ten (10) years from the date of this Agreement; or (ii) such time as such Holder (together with its affiliates) holds less than twenty-five percent (25%) of the Company’s IPO or when all of Shares originally represented by such Holder’s Warrant. Upon such termination, such shares shall cease to be “Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities ActSecurities” hereunder for all purposes.

Appears in 1 contract

Samples: Registration Rights Agreement (Anesiva, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 Section 2.1 or 5 Section 2.2 shall terminate upon the lapse earliest to occur of: (a) the closing of seven a Deemed Liquidation Event; (7b) years from such time as Rule 144 or another similar exemption under the date Securities Act is available for the sale of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold securities without restriction pursuant to Rule 144 under limitation during a three-month period without registration; and (c) the Securities Actfifth (5th) anniversary of the IPO.

Appears in 1 contract

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

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 or 5 Section 2.1 shall terminate upon on the lapse earlier of seven (7i) such date on which all shares of Registrable Securities held by such Holder may immediately be sold under Rule 144 during any ninety (90) day period, and (ii) four (4) years from after the date of the Company’s IPO or when all of such Holder’s Registrable Securities could be sold without restriction pursuant to Rule 144 under the Securities Actthis Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (LiveRamp Holdings, Inc.)

Termination of Registration Rights. The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Sections 2, 3, 4 under Section 2.1 or 5 shall terminate upon on the lapse earlier of seven (7i) years from such date, on or after the date closing of the Company’s IPO or when all first registered public offering of such Common Stock, if a Holder’s Registrable Securities could total holdings are reduced to less than 1% of the outstanding shares of the Company and all such shares may immediately be sold without restriction pursuant to under Rule 144 during any ninety (90) day period and (ii) five (5) years after the closing of the Company’s registered offering that causes an Automatic Conversion Event under the Securities ActCompany’s then-current Certificate of Incorporation.

Appears in 1 contract

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

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