Common use of Termination of the Company’s Obligations Clause in Contracts

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 10 contracts

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

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Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 3.3, 3.4 or 3.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) five (5) years after the consummation of a Qualified IPO, or (ii), if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 10 contracts

Samples: Shareholders Agreement (ForU Worldwide Inc.), Adherence Agreement (Zhangmen Education Inc.), Shareholders Agreement (ForU Worldwide Inc.)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 1.2 and 1.3 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to (a) Section 1.02 1.2 more than seven years or (b) Section 1.3 more than five years, respectively, after the date of this Warrant, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 7 contracts

Samples: China Intelligent Lighting & Electronics, Inc., China Shenghuo Pharmaceutical Holdings Inc, China Century Dragon Media, Inc.

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 3.4, 3.5 or 3.6 with respect to any Registrable Securities proposed to be sold by a Holder Investor in a registration pursuant to Section 1.02 registered public offering if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares Investor may then owned by such Holder may be sold under Rule 144 (i) in a three-one three (3) month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder or (ii) without volume limitations.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (GDS Holdings LTD), Investor Rights Agreement (CyrusOne Inc.)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 2.4, 2.5 or 2.6 with respect to any Registrable Securities proposed to be sold by a Holder Investor in a registration pursuant to Section 1.02 registered public offering if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares Investor may then owned by such Holder may be sold under Rule 144 (i) in a three-one three (3) month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder or (ii) without volume limitations.

Appears in 2 contracts

Samples: Investor Rights Agreement (GDS Holdings LTD), Investor Rights Agreement (GDS Holdings LTD)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 3.3, 3.4 or 3.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) five (5) years after the completion of a Qualified IPO, or (ii), if, in the opinion of counsel to the Company, which opinion shall be provided to the Holder immediately upon the Company’s receipt, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 2 contracts

Samples: Adherence Agreement (LexinFintech Holdings Ltd.), Adherence Agreement (LexinFintech Holdings Ltd.)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 1.3 and 1.4 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 1.3 or 1.4 more than seven (7) years after the date of this Agreement, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 2 contracts

Samples: Senior Secured Credit Agreement (Adflex Solutions Inc), Warrant Agreement (Modacad Inc)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 3.3, 3.4 or 3.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) five (5) years after the consummation of a Qualified IPO, or (ii) if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in under Rule 144 during a three-three (3) month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (HiSoft Technology International LTD), Investors’ Rights Agreement (HiSoft Technology International LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 2.3, 2.4 and 2.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 2.3, 2.4 or 2.5 more than five (5) years after taking effect of a registration statement for a Qualified IPO , or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07whichever occurs first.

Appears in 2 contracts

Samples: Shareholders Agreement (DouYu International Holdings LTD), Shareholders Agreement (DouYu International Holdings LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 3 and 4 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 if3 or 4 more than seven (7) years after the date of this Agreement, or, if in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold without registration in a any three-month period without registration under the Securities Act pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 2 contracts

Samples: Registration Agreement, Registration Agreement (eFuture Information Technology Inc.)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 2.3, 2.4 and 2.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 2.3, 2.4 or 2.5 more than seven (7) years after the Closing, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 2 contracts

Samples: Shareholders Agreement (Cninsure Inc.), Shareholders Agreement (Kongzhong Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 2.3, 2.4 and 2.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 2.3, 2.4 or 2.5 after five (5) years following the consummation of the initial Qualified Public Offering, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 2 contracts

Samples: Shareholders Agreement (China Distance Education Holdings LTD), Shareholders Agreement (China Distance Education Holdings LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 3, 4 and 5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 Sections 3, 4 or 5 more than two (2) years immediately after the occurrence of the IPO, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 2 contracts

Samples: Shareholders Agreement (360 Finance, Inc.), Shareholders Agreement (360 Finance, Inc.)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 2, 3 or 4 of this Exhibit C with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) five (5) years after the consummation of a Qualified IPO, or (ii), if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: And Restated Shareholders Agreement (Genetron Holdings LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 3.2 or 3.3 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 Sections 3.2 or 3.3 more than seven (7) years after the date of this Agreement, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Investor Rights Agreement (Probex Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 2 through 4 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 2, 3 or 4 more than seven (7) years after the date of this Agreement, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (NRG Energy Inc)

Termination of the Company’s Obligations. The Company shall have ---------------------------------------- no obligations pursuant to this Section 1.02 7.3 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 7.3(b) or (c) more than three (3) years after the date of this Agreement, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold under Rule 144 in a three-any three- month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (CMG Information Services Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 3, 4 and 5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 Sections 3, 4 or 5 more than two (2) years after the expiration of the Lock-up Period, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 1 contract

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

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 4.7, 4.8 or 4.9 with respect to any Registrable Securities proposed to be sold by a Holder Investor in a registration pursuant to Section 1.02 registered public offering if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares Investor may then owned by such Holder may be sold under Rule 144 (i) in a three-one three (3) month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder or (ii) without volume limitations.

Appears in 1 contract

Samples: Investor Rights Agreement (GDS Holdings LTD)

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Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 2.5, 2.6, or 2.7 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 ifregistered public offering (i) five (5) years after the consummation of a Qualified IPO, in (ii) the opinion closing of counsel to the Companya Trade Sale, or (iii) where all such Registrable Securities proposed shares of a Preferred Investor are eligible to be sold by a Holder and all other Common Shares then owned by such Holder may be sold in a threewithout restriction under Rule 144(k) within any 120-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07day period.

Appears in 1 contract

Samples: Shareholders’ Agreement (Tudou Holdings LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 3.1 and 3.2 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 3.1 or 3.2 more than five (5) years after a Qualified IPO, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Investor Rights Agreement (Acell Inc)

Termination of the Company’s Obligations. The Company shall have no ---------------------------------------- obligations pursuant to Section 1.02 Sections 1.2 through 1.4 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 1.2, 1.3 or 1.4 more than seven (7) years after the date of this Agreement, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold beneficially owned by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Agreement and Plan of Contribution and Merger (Excalibur Technologies Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 1.3, 1.4 and 1.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 if1.3, 1.4 or 1.5: (a) to the extent that, in the reasonable opinion of counsel to the Company, all such Registrable Securities proposed to may then be sold by a Holder and all other Common Shares then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 promulgated under the Securities Act. In such event, such or (b) to any Holder shall not be subject to of Registrable Securities five (5) years after the provisions of Section 1.07Company’s IPO.

Appears in 1 contract

Samples: Registration Rights Agreement (Mecox Lane LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 2.3, 2.4 and 2.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 Sections 2.3, 2.4 or 2.5 more than two (2) years after the Qualified IPO, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act in any ninety (90) day period pursuant to Rule 144 promulgated under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07.

Appears in 1 contract

Samples: Shareholders Agreement (JD.com, Inc.)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 5.03, 5.04 or 5.05 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) five (5) years after the consummation of a Qualified IPO, or (ii), if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Shareholders Agreement (Puxin LTD)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 3.2 or 3.3 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 Sections 3.2 or 3.3 more than five (5) years after the date of this Agreement, or, if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Investor Rights Agreement (Probex Corp)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 3.3, 3.4 or 3.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) two (2) years after the consummation of a Qualified IPO, or (ii), if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 under in one transaction without exceeding the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder.

Appears in 1 contract

Samples: Shareholders Agreement (Yunji Inc.)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Section 1.02 Sections 1.3, 1.4 and 1.5 above with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 1.3, 1.4 or 1.5 above if, in the reasonable opinion of counsel to the Company, all such Registrable Securities proposed to may then be sold by a Holder and all other Common Shares then owned by such Holder may be sold in a three-month period without registration under the Securities Act pursuant to Rule 144 promulgated under the Securities Act. In such any event, such Holder the rights under Sections 1.3, 1.4 and 1.5 above shall not be subject to the provisions of Section 1.07terminate five (5) years after a Qualified Public Offering.

Appears in 1 contract

Samples: Rights Agreement (China Time Share Media Co. LTD)

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 3.3, 3.4 or 3.5 with respect to any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 1.02 registered public offering (i) five (5) years after the consummation of a Qualified IPO, or (ii) if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares may then owned by such Holder may be sold in under Rule 144 during a three-three (3) month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Actvolume limitations thereunder. In such event, such Holder shall not be subject to the provisions of Section 1.07.3.11

Appears in 1 contract

Samples: Investors’ Rights Agreement

Termination of the Company’s Obligations. The Notwithstanding the foregoing, the Company shall have no obligations pursuant to Section 1.02 Sections 4.4, 4.5 or 4.6 with respect to any Registrable Securities proposed to be sold by a Holder the Investor in a registration pursuant to Section 1.02 registered public offering if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by a Holder and all other Common Shares the Investor may then owned by such Holder may be sold under Rule 144 (i) in a three-one three (3) month period without registration under exceeding the Securities Act pursuant to Rule 144 under the Securities Act. In such event, such Holder shall not be subject to the provisions of Section 1.07volume limitations thereunder or (ii) without volume limitations.

Appears in 1 contract

Samples: Investor Rights Agreement (GDS Holdings LTD)

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