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 Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than four (4) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time); or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if all such Registrable Securities proposed to be sold by such Holder may be sold in a three (3) month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 3 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Marin Software Inc), Investors’ Rights Agreement (Marin Software Inc)

AutoNDA by SimpleDocs

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than four two (42) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)IPO; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if at the later of (x) eighteen months subsequent to the IPO or (y) such time as, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 3 contracts

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

Termination of the Company’s Obligations. The Company shall ---------------------------------------- have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in the public market in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

Samples: Rights Agreement (Asymetrix Learning Systems Inc), Series a Preferred Stock Purchase Agreement (Asymetrix Learning Systems Inc)

Termination of the Company’s Obligations. The Company shall have ---------------------------------------- no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four ten (410) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three- month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

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

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Broadbase Software Inc), Investors' Rights Agreement (Brocade Communications Systems Inc)

Termination of the Company’s Obligations. The Company shall have ---------------------------------------- no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) any and all three-month period periods without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investors' Rights Agreement (Extricity Inc)

Termination of the Company’s Obligations. The Company shall ---------------------------------------- have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four six (46) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investors Rights Agreement (Onsale Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of a firm commitment underwritten public offering of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)Common Stock; or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (SemiLEDs Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four seven (47) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Broncus Technologies Inc/Ca)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.2, 2.3 or Section 2.4 with respect to: to (a) any request or requests for registration made by any Holder on a date more than four seven (47) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time); 's initial public offering or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section Sections 2.2, 2.3 or Section 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 144(k) under the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Tengtu International Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 1.2, 1.3 and 1.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time); Initial Public Offering or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.21.2, 2.3 1.3 or 2.4 if 1.4 if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investor Rights Agreement (Acacia Research Corp)

AutoNDA by SimpleDocs

Termination of the Company’s Obligations. The Company shall have ------------------------------------------ no obligations pursuant to Sections 2.2 through 2.4 Section 1 with respect to: (ai) any request or requests for registration made by any Holder the Investor on a date more than four five (45) years after the closing date of Closing Date under the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)Securities Purchase Agreement; or (bii) any Registrable Securities proposed to be sold by a Holder Investor in a registration pursuant to Section 2.21.2 or Section 1.3 if, 2.3 or 2.4 if in the reasonable opinion of counsel to the Company experienced in securities laws and offerings, all such Registrable Securities proposed to be sold by such Holder a Investor may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (Aventura Holdings Inc.)

Termination of the Company’s Obligations. The Company shall have no obligations obligations’ pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date more than four seven (47) years after the closing date Company's common stock is required to be and is registered under Section 12(g) of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time); Exchange Act or (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: ’ Rights Agreement (First Look Studios Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (a) any request or requests for registration made by any Holder on a date (i) more than four five (45) years after the closing date of the Company’s first a Qualified IPO or (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)ii) following a Deemed Liquidation Event; or and (b) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section Sections 2.2, 2.3 or 2.4 if (i) the Holder holds less than one percent of the outstanding voting equity securities of the Company, and (ii) all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act144.

Appears in 1 contract

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

Termination of the Company’s Obligations. The Company shall have ---------------------------------------- no obligations pursuant to Sections 2.2 through 2.2, 2.3 or 2.4 with respect to: to (ai) any request or requests for registration made by any Holder on a date more than which is four (4) years after following the date of closing date of the Company’s first Qualified IPO (as such term is defined in 's initial public offering of Common Stock pursuant to an effective registration statement filed under the Company’s Restated Certificate of IncorporationSecurities Act, as amended from time to time); or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section Sections 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Inktomi Corp)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company that is reasonably satisfactory to such Holder, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Investors' Rights Agreement (Sportsline Usa Inc)

Termination of the Company’s Obligations. The Company shall have no obligations pursuant to Sections 2.2 through 2.4 with respect to: (ai) any request or requests for registration made by any Holder on a date more than four five (45) years after the closing date of the Company’s first Qualified IPO (as such term is defined in the Company’s Restated Certificate of Incorporation, as amended from time to time)'s initial public offering; or (bii) any Registrable Securities proposed to be sold by a Holder in a registration pursuant to Section 2.2, 2.3 or 2.4 if if, in the opinion of counsel to the Company addressed in writing to the Holder, all such Registrable Securities proposed to be sold by such a Holder may be sold in a three (3) three-month period without registration under the Securities Act pursuant to Rule 144 under the Securities Act.

Appears in 1 contract

Samples: Rights Agreement (Virage Logic Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.