Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section 1 of this Agreement) pursuant to Rule 415 and the form of registration statement to be used may be used for the registration of Registrable Securities, the Company shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the receipt of the Company’s notice (a “Piggyback Registration”).
Appears in 11 contracts
Sources: Registration Rights Agreement (Iporussia Inc), Registration Rights Agreement (Quikbyte Software Inc), Registration Rights Agreement (Frezer, Inc.)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than (i) pursuant to a Demand Registration requested pursuant to (which is covered in Section 1 of this Agreement1) pursuant to Rule 415 or (ii) in connection with registrations on form S-8 or any successor form) and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), whether or not for sale for its own account, the Company shall give prompt written notice (in any event within three (3) business days after its receipt to all holders of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration and shall shall, subject to the terms and conditions set forth herein, include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 25 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 3 contracts
Sources: Master Agreement (Chaparral Resources Inc), Registration Agreement (Chaparral Resources Inc), Registration Agreement (Chaparral Resources Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (1933 Act, other than pursuant to a Demand Registration requested pursuant to Section 1 of this Agreement(i) pursuant to Rule 415 and the form Demand Registration, (ii) any other demand registration now outstanding to other holders of registration statement the Company's securities (which holders have the right to be used may be used for the registration exclude holders of Registrable SecuritiesSecurities from such registration) or (iii) registration on Form S-8, the Company shall will give prompt 30 days prior written notice (in any event within three (3) business days after its receipt to all holders of notice Registrable Securities of any exercise of demand registration rights other than under this Agreement) to the Holder of its intention to effect such a registration and shall and, subject to the provisions of subsection (c) hereof, will include in such registration all of the Holder’s Registrable Securities with respect to which the Company holder has received written requests given notice of request for inclusion therein to the Company within fifteen (15) 15 days after the receipt of the Company’s 's notice (a “"Piggyback Registration”" and such requesting holders of Registrable Securities being herein referred to as "Piggyback Holders").
Appears in 2 contracts
Sources: Registration Rights Agreement (SFM Investments LDC), Stock Purchase Agreement (Langone Kenneth G)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (including the IPO and primary registrations on behalf of the Company and secondary registrations on behalf of the holders of its securities other than pursuant to a Demand Registration requested pursuant to Section 1 of this AgreementRegistration) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three (3) business days after its receipt to all holders of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration and shall include use its best efforts to include, subject to Section 2(c), in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the receipt of the Company’s notice (a “Piggyback Registration”)notice.
Appears in 2 contracts
Sources: Stock Purchase Agreement (JELD-WEN Holding, Inc.), Registration Rights Agreement (JELD-WEN Holding, Inc.)
Right to Piggyback. Whenever At any time after the date hereof, whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section 1 of this AgreementRegistration) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), whether or not for sale for its own account, the Company shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 15 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 2 contracts
Sources: Participation Rights Agreement (Hughes Communications Satellite Services Inc), Registration Rights Agreement (Motorola Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant registration primarily for sales of securities to Section 1 employees of this Agreementthe Company or in connection with a transaction to which Rule 145 or any similar rule of the SEC under the Securities Act is applicable) pursuant to Rule 415 and the registration form of registration statement to be used also may be used for the registration of Registrable Securities, the Company shall will give prompt written notice (in any event within three (3) business days after its receipt to all holders of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration (a "Piggyback Registration") and shall will use its best efforts to include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen thirty (1530) days after the receipt of the Company’s 's notice except as set forth in paragraph (b) below. Such written request may specify all or part of a “Piggyback Registration”)holder's Registrable Securities to be included in the registration.
Appears in 2 contracts
Sources: Investors' Rights Agreement (Realnetworks Inc), Investors' Rights Agreement (Realnetworks Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act Act, for its own account or for the account of any holder of its securities other than Registrable Securities, (other than pursuant to a Demand Registration requested pursuant to Section 1 of this Agreementor a registration on Form S-4 or S-8 or any successor or similar forms) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all Stockholders holding Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities held by such Stockholders with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the receipt of the Company’s notice (a “Piggyback Registration”)notice.
Appears in 2 contracts
Sources: Registration Rights Agreement (Nanosphere Inc), Registration Rights Agreement (Nanosphere Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section 1 of this Agreementor a registration on Form S-4 or Form S-8 or any successor or similar forms ) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), whether or not for sale for its own account, the Company shall will give prompt written notice (in any event within three (3) business days after its receipt to all holders of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration and, subject to paragraphs 2(c) and shall 2(d), will include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 2 contracts
Sources: Registration Rights Agreement (Akorn Inc), Convertible Bridge Loan and Warrant Agreement (Akorn Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (Act, other than in an initial public offering or pursuant to a Demand Registration requested pursuant to Section 1 of this Agreement) pursuant to Rule 415 and the registration on Forms S-4 or S-8 (or any successor form of registration statement to be used may be used for the registration of Registrable Securitiesor forms), the Company shall will give prompt not less than 20 days prior written notice (in any event within three (3) business days after its receipt to each Holder of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration and, subject to the provisions of subsection (b) hereof and shall the Holder's obligations pursuant to Section 6(i) below, will include in such registration all of the Holder’s Registrable Securities with respect to which the Company Holder has received written requests given notice of request for inclusion therein to the Company within fifteen (15) 15 days after the receipt of the Company’s Company gives such notice (a “Piggyback Registration”"PIGGYBACK REGISTRATION"); provided, that the Company shall have the right to postpone or withdraw any registration effected pursuant to this Section 2(a) without obligation to any Holder.
Appears in 1 contract
Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section 1 of this AgreementRegistration) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), the Company shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and, subject to the terms of paragraphs 2(c) and 2(d) hereof, shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 1 contract
Sources: Registration Agreement (L90 Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant an employee benefit plan or to Section 1 the extent issued as consideration for an acquisition of this Agreementthe assets or stock of another entity) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), the Company shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 1 contract
Sources: Securityholders Agreement (Insight Communications Co Inc)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section 1 of this Agreementor a registration on Form S-4 or S-8 or any successor or similar forms) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), whether or not for sale for its own account, the Company shall will give prompt written notice (in any event within three (3) business days after its receipt to all holders of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration and shall will include in such -4- 5 registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the receipt of the Company’s notice ('s notice. The rights of a “Piggyback Registration”)holder of Registrable Securities under this Section 2.2 shall expire at such time as the Registrable Securities of such holder are transferable without restriction as to volume under Rule 144 under the Securities Act.
Appears in 1 contract
Sources: Registration Rights Agreement (MGC Communications Inc)
Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities under the Securities Act (other than (i) pursuant to a Demand Registration requested pursuant to Section 1 Registration, (ii) in connection with an initial public offering of this Agreementthe Company's equity securities, or (iii) pursuant to Rule 415 in connection with registrations on form S-8 or any successor form) and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), the ---------------------- Company shall give prompt written notice (in any event within three (3) business days after its receipt to all holders of notice of any exercise of demand registration rights other than under this Agreement) to the Holder Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 1 contract
Sources: Registration Agreement (Zefer Corp)
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant Registration, the rights as to which are set forth in Section 1 of this Agreement1(a), or registrations on Form S-4 or S-8 or any successor form adopted by the Securities and Exchange Commission) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), the Company shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 15 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 1 contract
Sources: Registration Rights Agreement (Merisant Worldwide, Inc.)
Right to Piggyback. Whenever the Company proposes to register any of ------------------ its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section 1 of this AgreementRegistration) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback Registration"), the Company ---------------------- shall give prompt written notice (in any event within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and shall shall, subject to the provisions of paragraph 2(c) below, include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 1 contract
Right to Piggyback. Whenever the Company proposes to register any of its securities under the Securities Act (other than Act, including, without limitation, pursuant to a Demand Registration requested pursuant to Section 1 of this Agreement(other than in connection with registrations on Form S-8 or any successor form) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a “Piggyback Registration”), the Company shall give prompt written notice (in any event within three (3) business days Business Days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen twenty (1520) days after the receipt delivery of the Company’s notice (a “Piggyback Registration”)notice.
Appears in 1 contract
Right to Piggyback. Whenever the Company proposes to register any ------------------ of its securities under the Securities Act (other than pursuant to a Demand Registration requested pursuant to Section (which is addressed under paragraph 1 of above rather than under this Agreementparagraph 2)) pursuant to Rule 415 and the registration form of registration statement to be used may be used for the registration of Registrable SecuritiesSecurities (a "Piggyback --------- Registration"), the Company shall give prompt written notice (in any event ------------ within three (3) business days after its receipt of notice of any exercise of demand registration rights other than under this Agreement) to the Holder all holders of Registrable Securities of its intention to effect such a registration and shall include in such registration all of the Holder’s Registrable Securities with respect to which the Company has received written requests for inclusion therein within fifteen (15) 20 days after the receipt of the Company’s notice (a “Piggyback Registration”)'s notice.
Appears in 1 contract
Sources: Registration Agreement (National Equipment Services Inc)