Registration Rights Contract Clauses (1,501)

Grouped Into 43 Collections of Similar Clauses From Business Contracts

This page contains Registration Rights clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Registration Rights. The Holder shall be entitled to all of the rights and subject to all of the obligations regarding registration of the shares of Common Stock issuable upon the exercise of this Warrant as described in the Exchange Agreement.
Registration Rights. The Holder shall be entitled to all of the rights and subject to all of the obligations regarding registration of the shares of Common Stock issuable upon the exercise of this Warrant as described in the Exchange Subscription Agreement.
Registration Rights. The Holder shall be entitled to all of the rights and subject to all of the obligations regarding registration of the shares of Common Stock issuable upon the exercise of this Warrant as described in Section 5.7 of the Exchange Agreement.
View Variations
Registration Rights. At the Closing, in connection with the purchase of the Shares, the Company's Amended and Restated Investor Rights Agreement, dated February 25, 2019, by and among the Company and the stockholders of the Company listed thereto (the "Existing Rights Agreement") shall be amended by Amendment No. 1 to the Existing Rights Agreement pursuant to Section 5.5 thereof, in substantially the form attached hereto as Exhibit A (the "Rights Agreement Amendment" and, together with the Existing Rights Agreement,... the "Rights Agreement"), solely for the purpose of providing the Investor with piggyback registration rights under Section 2.3 of the Rights Agreement. View More
Registration Rights. At the Closing, in connection with the purchase of the Shares, the Company's Third Amended and Restated Investor Investors' Rights Agreement, dated February 25, 2019, December 1, 2016, by and among the Company and the stockholders of the Company listed thereto (the "Existing Rights Agreement") shall be amended by Amendment No. 1 Agreement"), shall, pursuant to Section 5.1 of the Existing Rights Agreement pursuant to Section 5.5 thereof, Agreement, be amended, in substantially the form attached h...ereto as Exhibit A (the "Rights Agreement Amendment" and, together with the Existing Rights Agreement, the "Rights Agreement"), solely for the purpose of providing the Investor with piggyback registration rights under Section 2.3 2.2 of the Rights Agreement. View More
Registration Rights. At the Closing, in connection with the purchase of the Shares, the Company's Amended and Restated Investor Investors' Rights Agreement, dated January 30, 2014, by and among the Company and the stockholders of the Company listed thereto, as amended by Amendment No. 1 to the Amended and Restated Rights Agreement, dated February 25, 2019, 22, 2018, by and among the Company and the stockholders of the Company listed thereto (the "Existing Rights Agreement") Agreement"), shall be amended by Amendment... No. 1 2 to the Existing Rights Agreement pursuant to Section 5.5 4.2 thereof, in substantially the form attached hereto as Exhibit A (the "Rights Agreement Amendment" and, together with the Existing Rights Agreement, the "Rights Agreement"), solely for the purpose of providing the Investor with piggyback registration rights under Section 2.3 of the Rights Agreement. View More
View Variations
Registration Rights. The Holder shall be entitled, with respect to (i) its Warrant Shares and other securities issued or issuable upon exercise of this Warrant and (ii) any securities issued or issuable with respect to any Preferred Shares or other securities referred to in subdivision (i) by way of a stock dividend or stock split or in connection with a combination or other reorganization or otherwise, to the registration rights afforded to the holders of Preferred Shares, all as set forth in that certain Amended a...nd Restated Investor Rights Agreement dated as of June 28, 2013 (the "Registration Rights Agreement"), as such agreement may be amended or restated. Except as may be otherwise provided in the Registration Rights Agreement, and subject to the terms thereof, including but not limited to the Lockup period following the Company's IPO set forth therein, the right to have the Company register such securities pursuant to such agreement shall be automatically assigned to transferees or assignees of this Warrant or such securities, provided that immediately following such transfer or assignment, the further disposition of such securities by the transferee or assignee would be subject to restrictions under the Act. View More
Registration Rights. The Holder shall be entitled, with respect to (i) its Warrant Shares and other securities issued or issuable upon exercise of this Warrant and (ii) any securities issued or issuable with respect to any Preferred Shares or other securities referred to in subdivision (i) by way of a stock dividend or stock split or in connection with a combination or other reorganization or otherwise, to the registration rights afforded to the holders of Preferred Shares, all as set forth in that certain Amended a...nd Restated Investor Rights Agreement dated as of June 28, 2013 August 16, 2010 and as amended by the Omnibus Agreement dated as of March 2, 3011 (the "Registration Rights Agreement"), as such agreement may be amended or restated. Except as may be otherwise provided in the Registration Rights Agreement, and subject to the terms thereof, including but not limited to the Lockup period following the Company's IPO set forth therein, the right to have the Company register such securities pursuant to such agreement shall be automatically assigned to transferees or assignees of this Warrant or such securities, provided that immediately following such transfer or assignment, the further disposition of such securities by the transferee or assignee would be subject to restrictions under the Act. View More
View Variations
Registration Rights. The Company acknowledges that the Warrant Shares are subject to the Registration Rights Agreement.
Registration Rights. The Company acknowledges that the Warrant Shares are subject to the Registration Rights registration rights set forth in the Purchase Agreement.
View Variations
Registration Rights. Promptly after the consummation of the Nexeo Business Combination (but no later than fifteen (15) business days thereafter), the Company will (i) file with the SEC a registration statement registering (among other securities) the resale of the Shares received by the undersigned in respect of the undersigned's Shares acquired hereunder (the "Registration Statement"), and (ii) use its reasonable best efforts to have the Registration Statement declared effective as soon as reasonably practicable af...ter the filing thereof and maintain the effectiveness of the Registration Statement until such time as the undersigned's Shares have been sold thereunder or can be sold in market transactions pursuant to Rule 144 under the Securities Act of 1933, as amended, or any analogous or successor rule or regulation; provided, however, that (A) the Company shall not be required to register or facilitate the resale of the undersigned's Shares pursuant to any underwritten or marketed offering and (B) the Company's obligations to include such Shares in the Registration Statement are contingent upon the undersigned furnishing in writing to the Company such information regarding the undersigned, the securities of the Company held by the undersigned and the intended method of disposition of the Shares as shall be reasonably requested by the Company to effect the registration of the Shares, and the undersigned shall execute such documents in connection with such registration as the Company may reasonably request that are customary of a selling stockholder in similar situations, including, among other things, providing that the Company shall be entitled to postpone and suspend the effectiveness or use of the Registration Statement during any customary blackout or similar period. Subject to the undersigned's compliance with this Agreement, the Company hereby expressly agrees to perform the covenants contained in this Section 6. View More
Registration Rights. Promptly after the consummation of the Nexeo Business Combination (but no later than fifteen (15) business days thereafter), the Company will (i) file with the SEC a registration statement registering (among other securities) the resale of the Shares Share Consideration received by the undersigned in respect of the undersigned's Shares Share Consideration acquired hereunder (the "Registration Statement"), and (ii) use its reasonable best efforts to have the Registration Statement declared effect...ive as soon as reasonably practicable after the filing thereof and maintain the effectiveness of the Registration Statement until such time as the undersigned's Shares Share Consideration have been sold thereunder or can be sold in market transactions pursuant to Rule 144 without volume limitations under the Securities Act of 1933, as amended, or any analogous or successor rule or regulation; provided, however, that (A) the Company shall not be required to register or facilitate the resale of the undersigned's Shares Consideration pursuant to any underwritten or marketed offering and (B) the Company's obligations to include such Shares Share Consideration in the Registration Statement are contingent upon the undersigned furnishing in writing to the Company such information regarding the undersigned, the securities of the Company held by the undersigned and the intended method of disposition of the Shares Share Consideration as shall be reasonably requested by the Company to effect the registration of the Shares, Share Consideration, and the undersigned shall execute such documents in connection with such registration as the Company may reasonably request that are customary of a selling stockholder in similar situations, including, among other things, providing that the Company shall be entitled to postpone and suspend the effectiveness or use of the Registration Statement during any customary blackout or similar period. Subject to the undersigned's compliance with this Agreement, the Company hereby expressly agrees to perform the covenants contained in this Section 6. 7. For the avoidance of doubt, the parties hereto acknowledge and agree that registration rights granted to the undersigned with respect to the Share Consideration shall be solely pursuant to the terms of this Section 7 and that any previous agreements entered into by the undersigned and the Company providing registration rights for securities of the Company beneficially owned by the undersigned shall not apply to the Share Consideration. View More
View Variations
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 certifiĀ­cate 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. 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 certifiĀ­cate 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
View Variations
Registration Rights. The Company shall provide a "shelf registration" for use by the Investor in the offer and sale of shares acquired by the Investor pursuant to the Transaction Documents, the registration statement for which shall be filed with the SEC by no later than the Filing Deadline (as defined in Section 1(a) of the Registration Rights Agreement referred to below). In addition, the Investor shall be entitled to exercise "piggyback" registration rights to participate in the registration of shares pursuant to... all registration statements proposed to be filed by the Company (except for the registration of securities (a) to be offered pursuant to an employee benefit plan on Form S-8 or pursuant to a registration made on Form S-4 or any successor forms then in effect or (b) in a transaction relating solely to the sale of debt or convertible debt instruments). The rights and obligations of the Investor and the Company in respect of such registration rights shall be set forth in a Registration Rights Agreement in form and substance substantially as set forth on Exhibit C hereto. View More
Registration Rights. The Company shall provide a "shelf registration" for use by the Investor in the offer In addition to, and sale of shares acquired by not exclusive of, any other registration rights granted to the Investor pursuant to the Transaction Subscription Documents, the registration statement for which shall be filed with the SEC by no later than the Filing Deadline (as defined in Section 1(a) of the Registration Rights Agreement referred to below). In addition, the Investor shall be entitled to exercise ..."piggyback" registration rights to participate in the registration of shares pursuant to all registration statements proposed to be filed by the Company (except for the registration of securities (a) to be offered pursuant to an employee benefit plan on Form S-8 or pursuant to a registration made on Form S-4 or any successor forms then in effect or (b) in a transaction relating solely to the sale of debt or convertible debt instruments). The rights and obligations of the Investor and the Company in respect of such registration rights shall be set forth in a Registration Rights Agreement in form and substance substantially as set forth on Exhibit C hereto. View More
View Variations
Registration Rights. If at any time while this Warrant Agreement is effective (the "Piggy-Back Period") the Company proposes to file with the SEC a Registration Statement relating to an offering for its own account or the account of others under the Securities Act of any of its securities (other than a Registration Statement on Form S-4 or Form S-8 (or their equivalents at such time) relating to securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable ...in connection with stock option or other employee benefit plans), the Company shall include the Conversion Shares of Common Stock on such Registration Statement. View More
Registration Rights. If at any time while this Warrant Agreement is effective issued and outstanding, and/or if this Warrant is exercised before the end of the Exercise Period (the "Piggy-Back Period") Period"), the Company Borrower proposes to file with the SEC Securities and Exchange 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 securities (other than a Registration Statement on Form S-4 or Form S-8 (or their equivale...nts at such time) relating to securities to be issued solely in connection with any acquisition of any entity or business or equity securities issuable in connection with stock option or other employee benefit plans), the Company Borrower shall include the Conversion Warrant Shares of Common Stock on such Registration Statement. At all times after becoming a reporting company with the Securities and Exchange Commission (the "SEC"), in the event there is not an effective Registration Statement, which covers the Warrant Shares, the Company shall use its best efforts to maintain its reporting requirements with the SEC on a timely basis, in order to effect a Rule 144 sale at the request of the Holder of this Warrant. View More
View Variations
Registration Rights. The Holder of this Warrant has been granted certain registration rights by the Company. These registration rights are set forth in the Purchase Agreement. The terms of the Purchase Agreement and such registration rights are incorporated herein by this reference.
Registration Rights. The Holder of this Warrant has been granted certain registration rights by the Company. These registration rights are set forth in the Securities Purchase Agreement. The terms of the Securities Purchase Agreement and such registration rights are incorporated herein by this reference.
View Variations
Registration Rights. The Company hereby covenants and agrees that in the event the Company receives any registration rights from LifeMap in respect of any LifeMap Shares owned by the Company, simultaneously with the exercise of any such registration rights at any time that this Option remains exercisable in whole or in part, the Company shall cause LifeMap to register all of the LifeMap Shares issuable to the Purchaser as of the applicable date of determination pursuant to the terms of this Option. The Company ackno...wledges and agrees that prior to excluding any LifeMap Shares from any registration statement, it shall first exclude all other LifeMap Shares owned by the Company other than any LifeMap Shares that are subject to an option provided to another Purchaser (as defined in the Securities Purchase Agreement) which shall be subject to exclusion on a pro rata basis with all other Purchasers (as defined in the Securities Purchase Agreement). The Company shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, including, without limitation, any assignment of any registration rights with respect to the Common Stock purchasable pursuant to this Option granted to the Company under any registration rights agreement by LifeMap and the Company or under any registration statement, as Purchaser may reasonably request in order to carry out the intent and accomplish the purposes of this Section 5. 6 6. NONCIRCUMVENTION. The Company hereby covenants and agrees that the Company will not, by amendment of its Articles of Incorporation, Bylaws, or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Option, and will at all times in good faith carry out all the provisions of this Option and take all action as may be required to protect the rights of the Purchaser. Without limiting the generality of the foregoing, the Company shall continue to hold a sufficient number of LifeMap Shares to permit Purchaser to exercise this Option in full. The Company will, and will request that LifeMap will, issue instructions to any Transfer Agent and registrar of the Common Stock to refuse to register the transfer of any LifeMap Shares in violation of the immediately preceding sentence. View More
Registration Rights. The Company hereby covenants and agrees that in the event the Company receives any registration rights from LifeMap in respect of any LifeMap Shares owned by the Company, simultaneously with the exercise of any such registration rights at any time that this Option remains exercisable in whole or in part, the Company shall cause LifeMap to register all of the LifeMap Shares issuable to the Purchaser as of the applicable date of determination pursuant to the terms of this Option. The Company ackno...wledges and agrees that prior to excluding any LifeMap Shares from any registration statement, it shall first exclude all other LifeMap Shares owned by the Company other than any LifeMap Shares that are subject to an option provided to another Purchaser (as defined in the Securities Purchase Agreement) which shall be subject to exclusion on a pro rata basis with all other Purchasers (as defined in the Securities Purchase Agreement). The Company shall do and perform, or cause to be done and performed, all such further acts and things, and shall execute and deliver all such other agreements, certificates, instruments and documents, including, without limitation, any assignment of any registration rights with respect to the Common Stock purchasable pursuant to this Option granted to the Company under any registration rights agreement by LifeMap and the Company or under any registration statement, as Purchaser may reasonably request in order to carry out the intent and accomplish the purposes of this Section 5. 6 6. NONCIRCUMVENTION. The Company hereby covenants and agrees that the Company will not, by amendment of its Articles of Incorporation, Bylaws, or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Option, and will at all times in good faith carry out all the provisions of this Option and take all action as may be required to protect the rights of the Purchaser. Without limiting the generality of the foregoing, the Company shall continue to hold a sufficient number of LifeMap Shares to permit Purchaser to exercise this Option in full. The Company will, and will request that LifeMap will, issue instructions to any Transfer Agent and registrar of the Common Stock to refuse to register the transfer of any LifeMap Shares in violation of the immediately preceding sentence. View More
View Variations