Registration Rights Contract Clauses (6,181)

Registration Rights. (a) Reference is made to that certain Registration Rights Agreement between the Maker and the parties thereto, dated as of August 20, 2018 18, 2016 (the "Registration Rights Agreement"). All capitalized terms used in this Section 16 15 shall have the same meanings ascribed to them in the Registration Rights Agreement. (b) The Holders holders ("Holders") of the Conversion Warrants (or the Warrant Shares) shall be entitled to one Demand Registration, which shall be subject to the same provisions... as set forth in Section 2.1 of the Registration Rights Agreement. (c) The Holders shall also be entitled to include the Conversion Units and their underlying securities Warrants (or the Warrant Shares) in Piggyback Registrations, which shall be subject to the same provisions as set forth in Section 2.2 of the Registration Rights Agreement; provided, however, that in the event that an underwriter advises the Maker that the Maximum Number of Securities has been exceeded with respect to a Piggyback Registration, the Holders shall not have any priority for inclusion in such Piggyback Registration. (d) Except as set forth above, the Holders and the Maker, as applicable, shall have all of the same rights, duties and obligations set forth in the Registration Rights Agreement. View More

Registration Rights. (a) Reference is made to that certain Registration Rights Agreement between Maker and the parties thereto, dated as of August 20, March 15, 2018 (the "Registration Rights Agreement"). All capitalized terms used in this Section 16 18 shall have the same meanings ascribed to them in the Registration Rights Agreement. (b) The Holders shall be entitled to one Demand Registration, which shall be subject to the same provisions as set forth in Section 2.1 of the Registration Rights Agreement. (c) The... Holders shall also be entitled to include the Conversion Units Warrants and their shares underlying securities such warrants in Piggyback Registrations, which shall be subject to the same provisions as set forth in Section 2.2 of the Registration Rights Agreement; provided, however, that in the event that an underwriter advises Maker that the Maximum Number of Securities has been exceeded with respect to a Piggyback Registration, the Holders shall not have any priority for inclusion in such Piggyback Registration. (d) Except as set forth above, the Holders and Maker, as applicable, shall have all of the same rights, duties and obligations set forth in the Registration Rights Agreement. View More

Registration Rights. (a) Reference is made to that certain Registration Rights Agreement between the Maker and the parties thereto, dated as of August 20, January 24, 2018 (the "Registration Rights Agreement"). All capitalized terms used in this Section 16 shall have the same meanings ascribed to them in the Registration Rights Agreement. (b) The Holders holders ("Holders") of the Conversion Warrants (or the Warrant Shares) shall be entitled to one Demand Registration, which shall be subject to the same provisions... as set forth in Section 2.1 of the Registration Rights Agreement. (c) The Holders shall also be entitled to include the Conversion Units and their underlying securities Warrants (or the Warrant Shares) in Piggyback Registrations, which shall be subject to the same provisions as set forth in Section 2.2 of the Registration Rights Agreement; provided, however, that in the event that an underwriter advises the Maker that the Maximum Number of Securities has been exceeded with respect to a Piggyback Registration, the Holders shall not have any priority for inclusion in such Piggyback Registration. (d) Except as set forth above, the Holders and the Maker, as applicable, shall have all of the same rights, duties and obligations set forth in the Registration Rights Agreement. View More

Registration Rights. 2.2 Company Registration. 2.3 Underwriting Requirements. 2.4 Obligations of the Company. 2.5 Furnish Information. 2.6 Expenses of Registration. 2.7 Delay of Registration. 2.8 Indemnification. 2.9 Reports Under Exchange Act. 2.10 Limitations on Subsequent Registration Rights. 2.11 "Market Stand-off" Agreement. 2.12 Restrictions on Transfer. 2.13 Termination of Registration Rights.

Registration Rights. 2.2 Company Registration. 2.3 Underwriting Requirements. 2.4 Obligations of the Company. 2.5 Furnish Information. 2.6 Expenses of Registration. 2.7 Delay of Registration. 2.8 Indemnification. 2.9 Reports Under Exchange Act. 2.10 Limitations on Subsequent Registration Rights. 2.11 "Market Stand-off" Agreement. 2.12 Restrictions on Transfer. 2.13 Termination of Registration Rights.

Registration Rights. 2.2 Company Registration. 2.3 Underwriting Requirements. 2.4 Obligations of the Company. 2.5 Furnish Information. 2.6 Expenses of Registration. 2.7 Delay of Registration. 2.8 Indemnification. 2.9 Reports Under Exchange Act. 2.10 Limitations on Subsequent Registration Rights. 2.11 "Market Stand-off" Agreement. 2.12 Restrictions on Transfer. 2.13 Termination of Registration Rights.

Registration Rights. Holder shall be entitled, with respect to (i) the shares of Preferred Warrant Stock issued upon exercise hereof hereof, or (ii) the shares of Common Stock or other securities issued upon conversion of such Preferred Stock Warrant Stock, as the case may be, to all of the registration rights set forth in the Amended and Restated Investors' Rights Agreement, dated as of February 6, 2017 December 4, 2018 (as amended from time to time, the "Rights Agreement"), to the same extent and on the same... terms and conditions as possessed by the investors "Investors" thereunder with the following exceptions and clarifications: (i) Holder will have no right to make a written request under the Rights Agreement that Company file a registration statement under Form S-l S-1 of the Securities Act; (ii) Holder will be subject to the same provisions regarding indemnification as contained in the Rights Agreement; and (iii) the registration rights are freely assignable by Holder of this Warrant in connection with a permitted transfer of this Warrant or the shares issuable upon 7 exercise hereof. Company and Holder shall take such action as may be reasonably necessary to assure that the granting of such registration rights to Holder does not violate the provisions of the Rights Agreement or any of Company's charter documents or rights of prior grantees of registration rights. For the avoidance 9 11. Rights and Obligations Survive Exercise of doubt, Warrant. The rights and obligations of Company, of Holder consent shall not be required for the amendment or restatement of this Warrant and of the Rights Agreement in connection with any equity financing unless such amendment or restatement would disproportionately and adversely affect the rights holder of the Preferred Stock into which this Warrant is exercisable relative to the rights associates with all other shares of Warrant Stock issued upon exercise of this Warrant, contained in Sections 6, 8 and 19 shall survive the same series and class exercise of either the Series G Preferred Stock or the Subsequent Round Stock, as applicable, or for the addition of parties to the Rights Agreement pursuant to its terms. this Warrant. View More

Registration Rights. Holder shall be entitled, with respect to the shares of Preferred Stock issued issuable upon exercise hereof or the shares of Common Stock or other securities issued upon conversion of such Preferred Stock Stock, as the case may be, to all of the registration rights set forth in the Amended and Restated Investors' Registration Rights Agreement, Agreement dated as of February 6, 2017 (as March 31, 2014, as amended from time to time, the by that certain Amendment No.1 dated March 31, 2016 (the... "Rights Agreement"), to the same extent and on the same terms and conditions as possessed by the investors investor thereunder with the following exceptions and clarifications: (i) Holder will have no right to make a written request under the Rights Agreement that Company file a registration statement under Form S-l of the Securities Act; (ii) Holder will be subject to the same provisions regarding indemnification as contained in the Rights Agreement; and (iii) (ii) the registration rights are freely assignable by Holder of this Warrant in connection with a permitted transfer of this Warrant or the shares issuable upon 7 exercise hereof. Company shall take such action as may be reasonably necessary to assure that the granting of such registration rights to Holder does not violate the provisions of the Rights Agreement or any of Company's charter documents or rights of prior grantees of registration rights. For the avoidance of doubt, Holder consent shall not be required for the amendment or restatement of the Rights Agreement in connection with any equity financing unless such amendment or restatement would disproportionately and adversely affect the rights of the Preferred Stock into which this Warrant is exercisable relative to the rights associates with all other shares of the same series and class of either the Series G Preferred Stock or the Subsequent Round Stock, as applicable, or for the addition of parties to the Rights Agreement pursuant to its terms. View More

Registration Rights. Holder shall be entitled, with respect to the shares of Preferred Stock issued issuable upon exercise hereof or the shares of Common Stock or other securities issued upon conversion of such Preferred Stock Stock, as the case may be, to all of the registration rights set forth in the Amended Registration Rights Agreement dated various dates between November 2013 and Restated Investors' Rights Agreement, dated as April 2014 (corresponding to serial closings) in connection with a private placement... of February 6, 2017 equity securities (as amended from time to time, the "Rights Agreement"), to the same extent and on the same terms and conditions as possessed by the investors thereunder with the following exceptions and clarifications: (i) Holder will have no right to make a written request under the Rights Agreement that Company file a registration statement under Form S-l of the Securities Act; (ii) Holder will be subject to the same provisions regarding indemnification as contained in the Rights Agreement; and (iii) (ii) the registration rights are freely assignable by Holder of this Warrant in connection with a permitted transfer of this Warrant or the shares issuable upon 7 exercise hereof. Company shall take such action as may be reasonably necessary to assure that the granting of such registration rights to Holder does not violate the provisions of the Rights Agreement or any of Company's charter documents or rights of prior grantees of registration rights. For the avoidance of doubt, Holder consent shall not be required for the amendment or restatement of the Rights Agreement in connection with any equity financing unless such amendment or restatement would disproportionately and adversely affect the rights of the Preferred Stock into which this Warrant is exercisable relative to the rights associates with all other shares of the same series and class of either the Series G Preferred Stock or the Subsequent Round Stock, as applicable, or for the addition of parties to the Rights Agreement pursuant to its terms. View More

Registration Rights. The Holder of this Warrant is entitled to the benefit of certain registration rights with respect to the Warrant and the Warrant Shares issuable upon the exercise of this Warrant pursuant to that certain Registration Rights Agreement, of even date herewith, by and among the Registration Agreement, Issuer and the Holder (the "Registration Rights Agreement") and the registration rights with respect to the Warrants and the Warrant Shares issuable upon the exercise of this Warrant by any subsequent... Holder may only be assigned in accordance with the terms and provisions of the Registration Rights Agreement. View More

Registration Rights. The Holder of this Warrant is entitled to the benefit of certain registration rights with respect to the Warrant and the Warrant Shares issuable upon the exercise of this Warrant pursuant to that certain Registration Rights Agreement, of even date herewith, by and between GRIID Infrastructure LLC and the Registration Agreement, Holder (the "Registration Rights Agreement") and the registration rights with respect to the Warrants and the Warrant Shares issuable upon the exercise of this Warrant... by any subsequent Holder may only be assigned in accordance with the terms and provisions of the Registration Rights Agreement. View More

Registration Rights. The Holder of this Warrant is entitled to the benefit of certain registration rights with respect to the shares of Warrant and the Warrant Shares Stock issuable upon the exercise of this Warrant pursuant to the Registration Agreement, terms of the Purchase Agreement and the registration rights with respect to the Warrants and the shares of Warrant Shares Stock issuable upon the exercise of this Warrant by any subsequent Holder may only be assigned in accordance with the terms and provisions of this Warrant and the Registration Purchase Agreement. View More

Registration Rights. (a) At As soon as practicable following the Acquisition Merger Closing, the Company and each Subscriber the Subscribers shall execute and deliver a registration rights agreement with respect to the Subject Shares and Sponsor Warrants, in substantially the form of the Registration Rights Agreement (the annexed as Annex G to the Company's proxy statement dated January 16, 2018 and filed with the SEC (collectively, the "Registration Rights Agreement"), pursuant to which the Company has agreed shall agree under certain circumstances to register the resale of the Subject Preferred Shares (and and the common stock of the Company, par value $0.0001 per share ("Common Stock") of the Company into which the Preferred Shares may be converted, the "Underlying Common"), Sponsor Warrants, each under the Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations promulgated thereunder, and applicable state securities laws. (b) None of the Subject Preferred Shares Securities or the Underlying Common Sponsor Warrants may be directly or indirectly transferred, disposed of or otherwise monetized in any manner whatsoever, except in a transaction that is in compliance with the Securities Act and applicable state securities laws. Except as provided in the Registration Rights Agreement, it shall be a condition to any such transfer that the Company shall be furnished with a written opinion of counsel to the holder of such Subject Preferred Shares (or the Underlying Common, as applicable), Securities or Sponsor Warrants, reasonably satisfactory to the Company (as determined by the Company within 3 Business Days of its receipt of such written opinion), to the effect that the proposed transfer would be in compliance with the Securities Act and applicable state securities laws; provided that the Company shall not require such written opinion of counsel if, acting in its reasonable discretion, if determines that applicable Law does not prohibit any transfers of the Subject Preferred Shares (or the Underlying Common), as applicable, or Sponsor Warrants at such time. "Business Day" shall mean any day that is not a Saturday, a Sunday or a day on which commercial banks in New York City are required or authorized to be closed. (c) Without limitation to the generality of the foregoing, no Subscriber shall execute any short sales or engage in other hedging transactions of any kind with respect to the Common Stock during the period from the date of the Acquisition Closing through the date that is 45 consecutive days thereafter. For the avoidance of doubt, the prohibition set forth herein shall not be applicable on or after the Termination Date. View More

Registration Rights. (a) At To the Acquisition extent that the Subject Shares and the Warrants do not then benefit from the rights granted pursuant to the "Registration Rights Agreement" described (and as such term is defined) in the Proxy Statement (as in effect on the date hereof), either by virtue of the transfer of such rights in connection with the transfer of the Warrants or the execution by the Subscribers of a joinder to such Registration Rights Agreement as a holder of "Registrable Securities" thereunder... (which joinder, if applicable, the Subscribers shall promptly execute and deliver), then, as soon as practicable following the Merger Closing, the Company and each Subscriber the Subscribers shall execute and deliver a registration rights agreement with respect to the Subject Shares and Warrants, having terms substantially similar to those set forth in the Registration Rights Agreement (the "Registration Rights Agreement"), Agreement, pursuant to which the Company has agreed shall agree under certain circumstances to register the resale of the Subject Preferred Shares (and and the common stock of the Company, par value $0.0001 per share ("Common Stock") of the Company into which the Preferred Shares may be converted, the "Underlying Common"), Warrants, each under the Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations promulgated thereunder, and applicable state securities laws. As used herein, the term "Applicable Registration Rights Agreement" shall mean whichever of the Registration Rights Agreement or the additional registration rights agreement described above shall be applicable to the Subject Shares and the Warrants. (b) None of the Subject Preferred Shares Securities or the Underlying Common Warrants may be directly or indirectly transferred, disposed of or otherwise monetized in any manner whatsoever, except in a transaction that is in compliance with the Securities Act and applicable state securities laws. Except as provided in the Applicable Registration Rights Agreement, it shall be a condition to any such transfer that the Company shall be furnished with a written opinion of counsel to the holder of such Subject Preferred Shares (or the Underlying Common, as applicable), Securities or Warrants, reasonably satisfactory to the Company (as determined by the Company within 3 Business Days of its receipt of such written opinion), to the effect that the proposed transfer would be in compliance with the Securities Act and applicable state securities laws; provided that the Company shall not require such written opinion of counsel if, acting in its reasonable discretion, if determines that applicable Law does not prohibit any transfers of the Subject Preferred Shares (or the Underlying Common), as applicable, or Warrants at such time. "Business Day" shall mean any day that is not a Saturday, a Sunday or a day on which commercial banks in New York City are required or authorized to be closed. (c) Without limitation to the generality of the foregoing, no Subscriber shall execute any short sales or engage in other hedging transactions of any kind with respect to the Common Stock during the period from the date of the Acquisition Closing through the date that is 45 consecutive days thereafter. For the avoidance of doubt, the prohibition set forth herein shall not be applicable on or after the Termination Date. View More

Registration Rights. (a) At the Acquisition Merger Closing, the Company and each Subscriber of the Subscribers shall execute and deliver the enter into a Registration Rights Agreement (the "Registration Rights Agreement"), pursuant to which the Company has agreed under certain circumstances will agree to (i) register the resale of the Subject Preferred Shares (and the common stock of the Company, par value $0.0001 per share ("Common Stock") of the Company Stock"), into which the Subject Preferred Shares may be... converted, the "Underlying Common"), Common")), each under the Securities Act of 1933, as amended (the "Securities Act"), and the rules and regulations promulgated thereunder, and applicable state securities laws. laws, (ii) use reasonable best efforts to cause such registration to be declared effective no later than 180 days following the Merger Closing and (iii) provide the Subscribers and certain other investors in the Company's equity securities with customary demand (limited to one demand for the Subscribers as a group) and piggyback registration rights. The Registration Rights Agreement shall include such additional terms and conditions as are customary and reasonably satisfactory to the Company and the Subscribers. 2 (b) None of the Subject Preferred Shares or the Underlying Common may be directly or indirectly transferred, disposed of or otherwise monetized in any manner whatsoever, except pursuant to a registration statement or in a transaction that is in compliance with exempt from the registration requirements of the Securities Act and applicable state securities laws. Except as provided in the Registration Rights Agreement, it shall be a condition to any such transfer that the Company shall be furnished with a written opinion of counsel to the holder of such Subject Preferred Shares (or the Underlying Common, as applicable), reasonably satisfactory to the Company (as determined by the Company within 3 three Business Days of its receipt of such written opinion), to the effect that the proposed transfer would be in compliance with pursuant to a transaction exempt from the registration requirements of the Securities Act and applicable state securities laws; provided that the Company shall not require such written opinion of counsel if, acting in its reasonable discretion, if the Company determines that applicable Law does not prohibit any transfers of the Subject Preferred Shares (or the Underlying Common), Common, as applicable, applicable) at such time. "Business Day" shall mean any day that is not a Saturday, a Sunday or a day on which commercial banks in New York City are required or authorized to be closed. (c) Without limitation to the generality of the foregoing, no Subscriber shall execute any short sales or engage in other hedging transactions of any kind with respect to the Common Stock during the period from the date of the Acquisition Merger Closing through the date that is 45 consecutive days thereafter. For the avoidance of doubt, the prohibition set forth herein shall not be applicable on or after the Termination Date. View More

Registration Rights. The Company grants registration rights to the holder Holder of this Warrant for any Common Stock of the Company obtained upon conversion of the Series Preferred, comparable to the registration rights granted to the investors in that certain Amended and Restated Investors' Rights Agreement dated as of December 11, 2007, (as may be amended from time to time, the Investor "Registration Rights Agreement, Agreement"), with the following exceptions and clarifications: (1) (a) The holder Holder will... only participate in a "piggyback" registration demanded by others, but will not have the right to demand registration, but can otherwise participate in any registration demanded by others. (2) registration. (b) The holder Holder will be subject to the same provisions provisions, including regarding indemnification indemnification, as contained in the Registration Rights Agreement. (3) (c) The registration rights are freely assignable by the holder Holder of this Warrant in connection with a permitted transfer of this Warrant or the Shares. View More

Registration Rights. The Company grants registration rights to the holder of this Warrant for any Common Stock of the Company obtained upon conversion of the Series Preferred, comparable to the registration rights granted to the investors Investors (as defined therein) in the that certain Second Amended and Restated Investor Rights Agreement, Agreement dated as of August 1, 2007, as amended (the "Registration Rights Agreement") , with the following exceptions and clarifications: (1) The holder will not have the... right to demand registration, but can (subject to the terms of the Registration Rights Agreement) otherwise participate in any registration demanded by others. (2) The holder will be subject to the same provisions regarding indemnification as contained in the Registration Rights Agreement. (3) The registration rights are freely assignable by the holder of this Warrant in connection with a permitted transfer of this Warrant or the Shares. (4) The holder hereof agrees to be bound by Section 3.10 of the Registration Rights Agreement (Market Stand-Off Agreement). View More

Registration Rights. The Holder of this Warrant has certain rights to require the Company to register its resale of the Warrant Shares under the Securities Act and any blue sky or securities laws of any jurisdictions within the United States at the time and in the manner specified in the Registration Rights Agreement, dated as of May 10, 2017, as amended and in effect from time to time. Purchase Agreement.

Registration Rights. The Holder of this Warrant has certain rights to require the Company to register its resale of the Warrant Shares under the Securities Act and any blue sky or securities laws of any jurisdictions within the United States at the time and in the manner specified in the Registration Rights Purchase Agreement, dated as of May 10, 2017, 1, 2020, as amended and in effect from time to time.

Registration Rights. The Holder of this Warrant has certain rights to require the Company to register its resale of the Warrant Shares under the Securities Act and any blue sky or securities laws of any jurisdictions within the United States at the time and in the manner specified in the Registration Rights Agreement, dated as of May 10, 2017, as amended and in effect from time to time. Purchase Agreement.

Registration Rights. The Holder of this Warrant shall have such registration rights for the Warrant Shares as are contained provided in the Purchase Warrantholders Agreement.

Registration Rights. The Holder of this Warrant shall have such registration rights for the Warrant Shares as are contained in the Purchase Subscription Agreement.

Registration Rights. The Holder of this Warrant shall have such registration rights for the Warrant Shares as are contained in the Purchase Subscription Agreement.

Registration Rights. The Holder is entitled to the benefit of certain registration rights with respect to this Warrant and the Extension Warrant Shares, pursuant to the RRA. Registration Rights Agreement. The Company shall prepare and, as soon as practicable, but in no event later than the Filing Deadline, file with the SEC the Registration Statement on such applicable form covering the resale of all of the Registrable Securities (subject to any cutbacks based on Rule 415 of the 1933 Securities Act). The Company... shall use its commercially reasonable best efforts to have such Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the applicable Effectiveness Date for such Registration Statement. 8 6. Notices. Whenever notice is required to be given under this Extension Warrant, unless otherwise provided herein, such notice shall be given in accordance with the RRA. Subscription Agreement. The Company shall provide the Holder with prompt written notice of all actions taken pursuant to this Extension Warrant, including in reasonable detail a description of such action and the reason therefor. 8 6. Amendment and Waiver. Except as otherwise provided herein, the provisions of this Warrant may be amended and the Company may take any action herein prohibited, or omit to perform any act herein required to be performed by it, only if the Company has obtained the written consent of the Holder. The Holder shall be entitled, at its option, to the benefit of any amendment of any other similar warrant issued under the Subscription Agreement. No waiver shall be effective unless it is in writing and signed by an authorized representative of the waiving party. View More

Registration Rights. (a) No Registration Under the Securities Act. Issuance of this Warrant has not been registered under the Securities Act. When exercised, the stock certificates shall bear the following legend unless one year has elapsed since the date of issuance of this Warrant. "The securities represented by this certifi­cate have not been registered under the Securities Act of 1933 (the "Securities Act"), and may not be offered for sale or sold except pursuant to (i) an effective registration statement under... the Securities Act, or (ii) an opinion of counsel to the issuer of these securities that an exemption from registration under the Securities Act is available." 6. Reservation of Shares. The Company agrees at all times to reserve and hold available out of its authorized but unissued shares of Common Stock the number of shares of Common Stock issuable upon the full exercise of this Warrant. The Company further covenants and agrees that all shares of Common Stock that may be delivered upon the exercise of this Warrant will, upon delivery, be fully paid and nonassessable and free from all taxes, liens and charges with respect to the purchase thereof hereunder. Provided, however, the Holder acknowledges that as of the Issuance Date, the Company does not have sufficient authorized Common Stock to permit full exercise of this Warrant. At such time as the Company has sufficient authorized Common Stock, this Warrant shall only be exercisable for Common Stock. View More