Common use of Piggyback Registrations Clause in Contracts

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

Appears in 77 contracts

Sources: Investor Rights Agreement (Ambiq Micro, Inc.), Investor Rights Agreement (Udemy, Inc.), Investor Rights Agreement (Udemy, Inc.)

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

Appears in 17 contracts

Sources: Investor Rights Agreement, Investor Rights Agreement, Investor Rights Agreement

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 13 contracts

Sources: Investor Rights Agreement (First Responder Systems & Technology Inc.), Investors' Rights Agreement (Copper Mountain Networks Inc), Investor Rights Agreement (Noosh Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3.3 or Section 3.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen ten (1510) days Business Days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 13 contracts

Sources: Shareholder Agreement (Yuanbao Inc.), Shareholder Agreement (Yuanbao Inc.), Shareholder Agreement (ForU Worldwide Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 12 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 10 contracts

Sources: Investors’ Rights Agreement (Splunk Inc), Investors’ Rights Agreement (Carbonite Inc), Investors’ Rights Agreement (Leadis Technology Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 9 contracts

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

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 8 contracts

Sources: Shareholders Agreement (Ambrx Biopharma Inc.), Shareholder Agreement (Kanzhun LTD), Shareholder Agreement (Kanzhun LTD)

Piggyback Registrations. The (a) If, at any time, the Company shall notify all Holders proposes or is required to register any of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement its equity securities under the Securities Act (other than a registration statement on Form S-8 or Form S-4, or their successors, or any other form for purposes a similar limited purpose, or any registration statement covering only securities proposed to be issued in exchange for securities or assets of a public offering another corporation), whether for its own account or the account of securities other security holders, the Company shall give prompt written notice of its intention to do so to each of the Holders of Registrable Securities. Upon the written request of any Holder, made within 15 days following the receipt of any such written notice (which request shall specify the maximum number of Registrable Securities intended to be disposed of by such Holder and the intended method of distribution thereof), the Company (includingshall use, but not limited to, registration statements relating subject to secondary offerings of securities of the Company, but excluding Special Registration StatementsSections 2(b) and will afford each such Holder an opportunity 2(d) hereof, its best efforts to include in such registration statement cause all or part of such Registrable Securities, the Holders of which have so requested the registration thereof, to be registered under the Securities held Act (with the securities which the Company at the time proposes to register) to permit the sale or other disposition by such Holder. Each Holder desiring to include the Holders (in any such registration statement all or any part accordance with the intended method of distribution thereof) of the Registrable Securities held by it shall, within fifteen (15) days after to be so registered. There is no limitation on the above-described notice from number of such piggyback registrations pursuant to the Company, so notify preceding sentence which the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not is obligated to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth hereineffect.

Appears in 8 contracts

Sources: Registration Rights Agreement (Dermisonics, Inc), Registration Rights Agreement (Dermisonics, Inc), Registration Rights Agreement (Dermisonics, Inc)

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

Appears in 8 contracts

Sources: Registration Rights Agreement (Metricom Inc / De), Investor Rights Agreement (National Information Consortium Inc), Investor Rights Agreement (Informax Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 7 contracts

Sources: Shareholder Agreement (Meili Inc.), Shareholder Agreement (Pintec Technology Holdings LTD), Shareholder Agreement (Pintec Technology Holdings LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.3, below, or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 7 contracts

Sources: Warrant Agreement (China Intelligent Lighting & Electronics, Inc.), Warrant Agreement (China Shenghuo Pharmaceutical Holdings Inc), Warrant Agreement (China Century Dragon Media, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3.3 or Section 3.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 6 contracts

Sources: Investors' Rights Agreement, Investors' Rights Agreement (Jupai Holdings LTD), Investors' Rights Agreement (Jupai Holdings LTD)

Piggyback Registrations. 3.1 The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2 or Section 3 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 6 contracts

Sources: Shareholder Agreement (Burning Rock Biotech LTD), Shareholder Agreement (Burning Rock Biotech LTD), Shareholder Agreement (Burning Rock Biotech LTD)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Sources: Shareholder Agreement (17 Education & Technology Group Inc.), Shareholder Agreement (Lizhi Inc.), Shareholder Agreement (Lizhi Inc.)

Piggyback Registrations. 3.1 The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2 or Section 4 of this Schedule 1 or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Sources: Investor Rights Agreement (Tencent Holdings LTD), Investor Rights Agreement (JD.com, Inc.), Investor Rights Agreement (Bitauto Holdings LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 5 contracts

Sources: Investor Rights Agreement (Mp3 Com Inc), Investor Rights Agreement (Docent Inc), Investors' Rights Agreement (Formus Communications Inc)

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

Appears in 5 contracts

Sources: Investor Rights Agreement (Akcea Therapeutics, Inc.), Founding Investor Rights Agreement (Regulus Therapeutics Inc.), Investor Rights Agreement (Regulus Therapeutics Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities 1933 Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements on Form S-8 or S-4 or relating solely to any employee benefit plan or an acquisition of any entity or business) and will afford each such Holder Holders, subject to the terms and conditions set forth herein, an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities then held by it Holders. Holders shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by a Holder wishes to include in such Holderregistration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such the Holder shall nevertheless continue to have the right to include any Registrable Securities not included in such registration statement in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Sources: Registration Rights Agreement (Marketwatch Com Inc), Registration Rights Agreement (Pearson Inc), Registration Rights Agreement (Marketwatch Com Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities the Investor in writing at least fifteen thirty (1530) days prior to the filing of any registration statement Registration Statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements including Registration Statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) Statements filed in connection with the IPO, under Section 2.2 of this Agreement or relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder the Investor an opportunity to include in such registration statement Registration Statement all or any part of such the Registrable Securities then held by such Holderthe Investor to the extent provided herein. Each Holder desiring If the Investor desires to include in any such registration statement Registration Statement all or any part of the Registrable Securities held by it, it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, Company so notify the Company in writing. Such writing and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by the Investor wishes to include in such HolderRegistration Statement. If a Holder the Investor decides not to include all of its Registrable Securities in any registration statement Registration Statement thereafter filed by the Company, such Holder the Investor shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Sources: Registration Rights Agreement (Tarena International, Inc.), Registration Rights Agreement (Zhaopin LTD), Registration Rights Agreement (Zhaopin LTD)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization or other Rule 145 transaction, an offer and will sale of debt securities, or a registration on any registration form that does not permit secondary sales), and shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Sources: Series a Preferred Share Purchase Agreement (Le Gaga Holdings LTD), Series A1 Preferred Share Purchase Agreement (Le Gaga Holdings LTD), Shareholder Agreements (Le Gaga Holdings LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) calendar days prior to the filing of any registration statement under the Securities Act for purposes of a public effecting an offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to (i) any employee benefit plan or (ii) a corporate reorganization, merger or acquisition) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen seven (157) calendar days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Sources: Registration Rights Agreement (iFresh Inc), Registration Rights Agreement (E-Compass Acquisition Corp.), Registration Rights Agreement (E-Compass Acquisition Corp.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.3 or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization) and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

Sources: Shareholder Agreement, Shareholders Agreement (Cninsure Inc.), Shareholder Agreement (Cninsure Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen ten (1510) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen five (155) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 4 contracts

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

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

Appears in 4 contracts

Sources: Investor Rights Agreement (National Patent Development Corp), Investor Rights Agreement (Valera Pharmaceuticals Inc), Investor Rights Agreement (Gp Strategies Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement statement, and the Company shall cause to be registered, all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any such registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Investor Rights Agreement (Mirna Therapeutics, Inc.), Investor Rights Agreement (Mirna Therapeutics, Inc.), Investor Rights Agreement (Mirna Therapeutics, Inc.)

Piggyback Registrations. The So long as the Stockholders hold Registrable Securities, the Company shall notify all Holders of Registrable Securities the Stockholders in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements(i) registration statements relating to an IPO for which the underwriters have delivered an exclusion notice to the Company as provided in Section 2.3(a), (ii) employee benefit plans or with respect to corporate reorganizations or (iii) other transactions under Rule 145 of the Securities Act, and will afford each such Holder the Stockholders an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holderthe Stockholders. Each Holder desiring If the Stockholders desire to include in any such registration statement all or any part of the Registrable Securities held by it them, the Stockholders shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holderthe Stockholders. If a Holder decides the Stockholders decide not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder the Stockholders shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Stockholders Agreement, Stockholders Agreement (Evolus, Inc.), Stockholders Agreement (Evolus, Inc.)

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

Appears in 3 contracts

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

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

Appears in 3 contracts

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

Piggyback Registrations. The Company shall notify in writing (the “Piggyback Notice”) all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) (a “Piggyback Registration”) and will afford each such Holder an a reasonable opportunity to include in such registration statement all or part of such Registrable Securities held requested to be registered by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after receipt of the above-described notice from the CompanyPiggyback Notice, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities requested to be registered by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc)

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

Appears in 3 contracts

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

Piggyback Registrations. The Without limiting any of the Company’s obligations hereunder or under the Purchase Agreement, if there is not an effective Registration Statement covering all of the Registrable Securities and, after the Public Listing Date, the Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior determine to prepare and file with the filing of any Commission a registration statement relating to an offering for its own account or the account of others under the Securities Act of any of its equity securities (other than on Form S-4 or Form S-8 (as promulgated under the Securities Act) or their equivalent relating to securities to be issued in exchange for purposes other securities or equity securities to be issued solely in connection with equity securities issuable in connection with the Company’s option or other employee benefit plans), then the Company shall deliver to the Investor a written notice of a public offering of securities such determination and, if within five days after the date of the delivery of such notice, the Investor shall so request in writing, the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to shall include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the such Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from offer and sale of which the Company, so notify the Investor requests to be registered. The Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to terminate or withdraw any registration statement initiated by it under this clause (d) before the Effective Date of such registration statement, whether or not Investor has elected to include any Registrable Securities in any subsequent such registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth hereinstatement.

Appears in 3 contracts

Sources: Registration Rights Agreement (Oxbridge Acquisition Corp.), Registration Rights Agreement (ReAlpha Asset Management Inc), Registration Rights Agreement (Jet Token Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Investors' Rights Agreement (Corixa Corp), Investors' Rights Agreement (Be Inc), Investors' Rights Agreement (Rouge Wave Software Inc)

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

Appears in 3 contracts

Sources: Investor Rights Agreement (Procore Technologies, Inc.), Investor Rights Agreement (Procore Technologies, Inc.), Investor Rights Agreement (Pure Storage, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Investor Rights Agreement (Nexx Systems Inc), Stock Purchase Agreement (Telanetix,Inc), Investor Rights Agreement (National Healthcare Technology Inc)

Piggyback Registrations. The If the Company at any time proposes for any reason to register Primary Shares or Other Shares under the Securities Act (other than (a) a rights offering, (b) a registration on Form S-4 or Form S-8 promulgated under the Securities Act or any successor forms thereto, or (c) in connection with the Company's Initial Public Offering), the Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such HolderHolder on the same terms and conditions as the other shares participating in the underwriting. Each Holder desiring to include Registrable Securities in any such registration statement all or any part of shall notify the Registrable Securities held by it shall, Company within fifteen twenty (1520) days after delivery of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securitiesCompany, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Investor Rights Agreement (Barrier Therapeutics Inc), Investor Rights Agreement (Barrier Therapeutics Inc), Investor Rights Agreement (Barrier Therapeutics Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.2 or Section 1.4 of this Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Investor Rights Agreement (Entropic Communications Inc), Registration Rights Agreement (Vendingdata Corp), Investor Rights Agreement (Entropic Communications Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 1.2 or Section 1.4 of this Agreement or to any employee benefit plan or a corporate reorganization or other transaction covered by Rule 145 promulgated under the Securities Act, or a registration on any registration form which does not permit secondary sales or does not include substantially the same information as would be required to be included in a registration statement covering the sale of Registrable Securities,) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such Holder. If a Holder decides not wishes to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.registration

Appears in 3 contracts

Sources: Registration Rights Agreement (Omniture, Inc.), Registration Rights Agreement (Omniture, Inc.), Registration Rights Agreement (Omniture, Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or any merger or other corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 3 contracts

Sources: Stock Purchase and Investor Rights Agreement (Xiox Corp), Stock Purchase and Investor Rights Agreement (At Comm Corp), Stock Purchase and Investor Rights Agreement (Xiox Corp)

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

Appears in 3 contracts

Sources: Investor Rights Agreement, Investor Rights Agreement (Nimble Storage Inc), Investor Rights Agreement (Nimble Storage Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) 15 days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) 15 days after the above-described notice from the the 6. Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investor Rights Agreement (Marrone Bio Innovations Inc), Investor Rights Agreement (Marrone Bio Innovations Inc)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

Sources: Investor Rights Agreement, Investor Rights Agreement (Infraredx Inc)

Piggyback Registrations. 3.1. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, excluding the registration statement relating to the IPO and registration statements relating to secondary offerings any registration under Section 2 or 4 of securities of the Company, but excluding Special Registration Statementsthis Agreement or to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investor Rights Agreement (Regentis Biomaterials Ltd.), Investor Rights Agreement (Regentis Biomaterials Ltd.)

Piggyback Registrations. The If, at any time or from time to time, the Company proposes to file a registration statement under the Securities Act for its own account or for the account of any of its shareholders excluding (i) a registration statement on Form S-4 relating solely to an SEC Rule 145 transaction, (ii) a registration statement on Form S-1 or S-8 relating to employee stock option or purchase plans, or (iii) a registration statement on any successor to such forms, then the Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any such registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen thirty (1530) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investor Rights Agreement (Safeguard Scientifics Inc Et Al), Investor Rights Agreement (Tangram Enterprise Solutions Inc)

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

Appears in 2 contracts

Sources: Registration Rights Agreement (Gender Sciences Inc), Registration Rights Agreement (Medical Nutrition Inc)

Piggyback Registrations. The On or after September 20, 2004, the Company shall be obligated to notify all Holders of Registrable Securities the Holder in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each If the Holder desiring desires to include in any such registration statement all or any part of the Registrable Securities held by it, it shall, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a the Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Lease Termination Agreement (Valentis Inc), Stock Issuance and Restriction Agreement (Valentis Inc)

Piggyback Registrations. The At any time from and after the earlier of (A) December 31, 2022 or (B) six (6) months after the effective date of the first registration statement filed by the Company under the Securities Act, the Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it (“Piggyback Registration Holders”) shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investor Rights Agreement (Metacrine, Inc.), Investor Rights Agreement (Metacrine, Inc.)

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

Appears in 2 contracts

Sources: Investor Rights Agreement (Medallia, Inc.), Investor Rights Agreement (Medallia, Inc.)

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

Appears in 2 contracts

Sources: Registration Rights Agreement (Opinion Research Corp), Registration Rights Agreement (LLR Equity Partners Lp)

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

Appears in 2 contracts

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

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements), which notice shall specify the number and class or classes (or type or types) of securities to be registered, and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen thirty (1530) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Stockholder Agreement (WEB.COM Group, Inc.), Stockholder Agreement (WEB.COM Group, Inc.)

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

Appears in 2 contracts

Sources: Investor Rights Agreement (Roka BioScience, Inc.), Investor Rights Agreement (Roka BioScience, Inc.)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) other than an Excluded Registration, and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such Registration Statement. If a Holder decides not to include all of its Registrable Securities in any registration statement Registration Statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement Registration Statement or registration statements Registration Statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing promptly (and, in any event, at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Registration Rights Agreement (Perspectum Group PLC), Registration Rights Agreement (Perspectum Group LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.may

Appears in 2 contracts

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

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

Appears in 2 contracts

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

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

Appears in 2 contracts

Sources: Investor Rights Agreement (Nurix Therapeutics, Inc.), Investor Rights Agreement (Nurix Therapeutics, Inc.)

Piggyback Registrations. The If there is no effective Registration Statement covering all of the Registrable Securities, the Company shall notify all Holders of Registrable Securities the Investor in writing at least fifteen (15) ten days prior to the filing or confidential submission of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to any primary or secondary offerings of securities of the Company, but excluding (i) a registration statement solely relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements solely related to the issuance or resale of securities issued in such a transaction (together, the “Special Registration Statements”)) and will afford each such Holder the Investor an opportunity to include in such registration statement all or part a portion of (at the discretion of the Investor) such Registrable Securities held by such Holderthe Investor. Each Holder desiring If the Investor desires to include in any such registration statement all or any part of the Registrable Securities held by it, it shall, within fifteen five (155) days Business Days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state If the intended method of disposition of the Registrable Securities by such Holder. If a Holder Investor decides not to include any or all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder the Investor shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement statements or registration statements other offering document as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Registration Rights Agreement (180 Life Sciences Corp.), Registration Rights Agreement (180 Life Sciences Corp.)

Piggyback Registrations. The (a) Subject to Section 2.3, the Company shall notify all Holders of Registrable Securities in writing at least fifteen ten (1510) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Famous Daves of America Inc), Registration Rights Agreement (Famous Daves of America Inc)

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

Appears in 2 contracts

Sources: Registration Rights Agreement (Branded Media CORP), Registration Rights Agreement (Branded Media CORP)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen seven (157) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will use its best efforts to afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after delivery of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

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

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any registration under Section 2.3or Section 2.5 of this Agreement or to any employee benefit plan or a corporate reorganization or other Rule 145 transaction, an offer and will sale of debt securities, or a registration on any registration form that does not permit secondary sales), and shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Shareholder Agreement (NetQin Mobile Inc.), Shareholder Agreement (NetQin Mobile Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Stock Purchase Agreement (Kiwa Bio-Tech Products Group Corp), Stock Purchase Agreement (Kiwa Bio-Tech Products Group Corp)

Piggyback Registrations. The If the Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any files a registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act), the Company shall promptly, following such filing, give each Holder of Registrable Securities written notice of such filing and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investors' Rights Agreement, Investors’ Rights Agreement (Cafepress Inc.)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or to any employee benefit plan or a corporate reorganization or other transaction under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it such Holder shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method Company of disposition the number of Registrable Securities such Holder wishes to include in such registration statement. The Company shall, subject to Section 2.3(a), use reasonable efforts to cause to be registered under the Securities Act all of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, that each such Holder shall nevertheless continue has requested to have the right be registered pursuant to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth hereinthis Section 2.

Appears in 2 contracts

Sources: Investors' Rights Agreement (Handspring Inc), Investors' Rights Agreement (Handspring Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities CBS in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, Company but excluding Special Registration Statementsregistration statements relating to offerings of securities pursuant to any employee benefit plan or a corporate reorganization) and will afford each such Holder CBS an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderCBS. Each Holder desiring If CBS desires to include in any such registration statement all or any part of the Registrable Securities then held by it it, CBS shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by CBS wishes to include in such Holderregistration statement. If a Holder CBS decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder CBS shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Stockholder Agreement (CBS Corp), Branding and Content Agreement (CBS Corp)

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

Appears in 2 contracts

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

Piggyback Registrations. The Company shall notify all the Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Registration Rights Agreement (The9 LTD), Shareholder Agreements (The9 LTD)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

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

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

Appears in 2 contracts

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

Piggyback Registrations. The (a) Subject to Section 2.3, the Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Registration Rights Agreement (Gulfport Energy Corp), Registration Rights Agreement (Gulfport Energy Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, including registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or any merger or other corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investor Rights Agreement (Proxim Inc /De/), Investor Rights Agreement (Proxim Inc /De/)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen (15) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen ten (1510) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

Sources: Investor Rights Agreement (Mercata Inc), Series B Preferred Stock Purchase Agreement (Mercata Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and registration statements relating to an Initial Offering) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 2 contracts

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen thirty (1530) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Investor Rights Agreement (Senomyx Inc)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) registration statements relating to any employee benefit plan or a corporate reorganization), and will shall afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, shall within fifteen twenty (1520) days after receipt of the above-above described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Execution Version (JD.com, Inc.)

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

Appears in 1 contract

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 3 or Section 5 of this Schedule 2, any employee benefit plan, any corporate reorganization or transaction under Rule 145 of the Securities Act) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen (15) 18 days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Shareholders Agreement (Qudian Inc.)

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

Appears in 1 contract

Sources: Registration Rights Agreement (Dialogic Inc.)

Piggyback Registrations. The Company shall will notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shallsuch Holder will, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state will inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall will nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Piggyback Registration Rights Agreement (Transmeta Corp)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

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

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

Appears in 1 contract

Sources: Registration Rights Agreement (Fabrinet)

Piggyback Registrations. The At any time after the Lock-Up Period, the Company shall will notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any employee benefit plan or a corporate reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shallsuch Holder will, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state will inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall will nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Piggyback Registration Rights Agreement (Oncothyreon Inc.)

Piggyback Registrations. The Company Acquiror shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company Acquiror (including, but not limited to, registration statements relating to secondary offerings of securities of the CompanyAcquiror, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the CompanyAcquiror, so notify the Company Acquiror in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the CompanyAcquiror, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company Acquiror with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Registration Rights Agreement (Bluephoenix Solutions LTD)

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

Appears in 1 contract

Sources: Investor Rights Agreement (Loudcloud Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to any registration under Section 2.2 or Section 2.4 of this Agreement or in connection with any employee benefit plan or merger, tender offer, or other corporate transaction or reorganization) and will afford each such Holder an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, such Holder shall within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by such HolderHolder wishes to include in such registration statement. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Investor Rights Agreement (Viewsonic Corp)

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

Appears in 1 contract

Sources: Investor Rights Agreement (Adaptive Insights Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such the Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

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

Piggyback Registrations. The Company Parent shall notify all Holders of Registrable Securities hereunder in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company Parent (including, but not limited to, excluding any registration statements statement relating to secondary offerings of securities any employee benefit plan or with respect to any corporate reorganization or other transaction under Rule 145 of the Company, but excluding Special Registration StatementsSecurities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the CompanyParent, so notify the Company Parent in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Shareholders' Agreement (Clarent Corp/Ca)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration StatementsStatements and registration statements relating to an Initial Offering) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

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

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities Purchaser in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of effecting a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements for the purpose of conducting a rights offering to the Company’s stockholders on Form S-1 or otherwise, on Form S-8 or on Form S-4, or any successor forms) and will afford each such Holder Purchaser an opportunity to include in such registration statement all or any part of such the Registrable Securities then held by such HolderPurchaser. Each Holder Purchaser desiring to include in any such registration statement all or any part of the Registrable Securities held by it Purchaser shall, within fifteen twenty (1520) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such , and in such notice shall state inform the intended method of disposition Company of the number of Registrable Securities by Purchaser wishes to include in such Holderregistration statement. If a Holder Purchaser decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder Purchaser shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Securities Purchase Agreement (TRANS LUX Corp)

Piggyback Registrations. (a) The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen twenty (1520) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Registration Rights Agreement (Gulfport Energy Corp)

Piggyback Registrations. The Company shall notify all Holders persons owning of Registrable Securities record Shares that have not been sold to the public ("Holders") in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a any public offering of securities of by the Company, on Form S-1 or any other available form, initiated by the Company (including, but not limited to, excluding registration statements relating to secondary offerings of securities employee benefit plans or with respect to corporate reorganizations or other transactions under Rule 145 of the Company, but excluding Special Registration StatementsSecurities Act) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities Shares held by such HolderHolder or into which the Warrants could be converted ("Registrable Shares"). Each Holder desiring to include in any such registration statement all or any part of the its Registrable Securities held by it Shares shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the such Registrable Securities by such HolderShares. If a Holder decides not to include all of its Registrable Securities Shares in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any its Registrable Securities Shares in any subsequent such registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Subscription Agreement (Ednet Inc)

Piggyback Registrations. The Company shall notify all Holders of Registrable Securities in writing at least fifteen twenty (1520) business days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) business days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Investor Rights Agreement (Cardiomems Inc)

Piggyback Registrations. The Company shall notify all Holders When the company proposes to register for sale any of Registrable Securities in writing at least fifteen (15) days prior to the filing of any its equity securities on a registration statement under the Securities Act (whether for purposes of a public offering of securities of the Company (its own account or otherwise and including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statements), the Company will promptly (but in no event later than twenty days prior to the filing of such registration statement) give written notice to the Holders of such proposed registration and will shall afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Investor Rights Agreement (Hyperion Therapeutics Inc)

Piggyback Registrations. The Company shall notify all Holders of ----------------------- Registrable Securities in writing at least fifteen thirty (1530) days prior to the filing of any registration statement under the Securities Act for purposes of a public offering of securities of the Company (including, but not limited to, registration statements relating to secondary offerings of securities of the Company, but excluding Special Registration Statementsregistration statements relating to employee benefit plans and corporate reorganizations) and will afford each such Holder an opportunity to include in such registration statement all or part of such Registrable Securities held by such Holder. Each Holder desiring to include in any such registration statement all or any part of the Registrable Securities held by it shall, within fifteen (15) days after receipt of the above-described notice from the Company, so notify the Company in writing. Such notice shall state the intended method of disposition of the Registrable Securities by such Holder. If a Holder decides not to include all of its Registrable Securities in any registration statement thereafter filed by the Company, such Holder shall nevertheless continue to have the right to include any Registrable Securities in any subsequent registration statement or registration statements as may be filed by the Company with respect to offerings of its securities, all upon the terms and conditions set forth herein.

Appears in 1 contract

Sources: Investor Rights Agreement (Megabios Corp)