Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be covered, at the Company’s option, by any then available Registration Statement (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 9 contracts
Sources: Registration Rights Agreement (AleAnna, Inc.), Registration Rights Agreement (AleAnna Energy, LLC), Registration Rights Agreement (Zoomcar Holdings, Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Target Holders.
Appears in 8 contracts
Sources: Registration Rights and Lock Up Agreement (Yu Peter), Registration Rights and Lock Up Agreement (Alvarium Tiedemann Holdings, Inc.), Business Combination Agreement (Cartesian Growth Corp)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 6 contracts
Sources: Registration Rights Agreement (Mondee Holdings, Inc.), Registration Rights Agreement (Mondee Holdings, Inc.), Registration Rights Agreement (Mondee Holdings, Inc.)
Additional Registrable Securities. Subject to Section 2.4 and Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Shelf Registration Statement (including by means of a post-effective amendment) or by filing a Subsequent subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 5 contracts
Sources: Stockholder and Registration Rights Agreement (SAB Biotherapeutics, Inc.), Merger Agreement (Big Cypress Acquisition Corp.), Stockholder and Registration Rights Agreement (Big Cypress Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor Sponsor, the Target Holders, the Investor Stockholders and the Director Holders.
Appears in 5 contracts
Sources: Registration Rights Agreement (Rosecliff Acquisition Corp I), Business Combination Agreement (Rosecliff Acquisition Corp I), Registration Rights Agreement (Rosecliff Acquisition Corp I)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as reasonably practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Target Holders.
Appears in 4 contracts
Sources: Registration Rights Agreement (OmniLit Acquisition Corp.), Registration Rights Agreement (OmniLit Acquisition Corp.), Registration Rights Agreement (OmniLit Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the a Sponsor Holder or a ConnectM Holder, shall promptly use its commercially reasonable best efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s sole option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, provided that the Company shall only be required to cause Holder of such Registrable Securities to be so covered twice per calendar year for each reasonably expects aggregate proceeds in excess of $5,000,000 from the Sponsor and the Holderssale of such Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (ConnectM Technology Solutions, Inc.), Merger Agreement (Monterey Capital Acquisition Corp), Registration Rights Agreement (Monterey Capital Acquisition Corp)
Additional Registrable Securities. Subject to Section 3.4, in In the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a by such Holder, shall promptly use its commercially reasonable efforts to promptly cause the resale of such Registrable Securities to be covered, at the Company’s option, by any then available Registration Statement (including by means of a prospectus supplement or post-effective amendment) or by filing a Subsequent Shelf Registration Statement (and cause the same to become effective as soon as practicable after such filing filing) and such Registration Statement or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 3 contracts
Sources: Registration Rights Agreement (XCF Global, Inc.), Registration Rights Agreement (XCF Global, Inc.), Registration Rights Agreement (Stardust Power Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Rigetti Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Rigetti Holders.
Appears in 3 contracts
Sources: Registration Rights Agreement (Rigetti Computing, Inc.), Registration Rights Agreement (Supernova Partners Acquisition Co II, Ltd.), Registration Rights Agreement (Supernova Partners Acquisition Co II, Ltd.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a an AEON Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the AEON Holders.
Appears in 3 contracts
Sources: Registration Rights Agreement (Strathspey Crown Holdings Group, LLC), Registration Rights Agreement (AEON Biopharma, Inc.), Business Combination Agreement (Priveterra Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the a Sponsor Holder or a Holder, an eFFECTOR Holder shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 3 contracts
Sources: Registration Rights Agreement (eFFECTOR Therapeutics, Inc.), Registration Rights Agreement (Locust Walk Acquisition Corp.), Merger Agreement (Locust Walk Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor, the Sponsor Members and the Target Holders.
Appears in 3 contracts
Sources: Registration Rights Agreement (SES AI Corp), Registration Rights Agreement (Rocket Lab USA, Inc.), Business Combination Agreement (Ivanhoe Capital Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.43.5, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Xos Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Xos Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (Xos, Inc.), Registration Rights Agreement (NextGen Acquisition Corp)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and AMCI Holders or the Key Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (AMCI Acquisition Corp. II), Registration Rights Agreement (AMCI Acquisition Corp. II)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause cause, subject to Article V, the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 2 contracts
Sources: Registration Rights and Lock Up Agreement (Quantum Computing Inc.), Merger Agreement (Quantum Computing Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor Holdco or a Tempo Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement (including by means of a post-effective amendment) Shelf or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor Holdco, on the one hand, and the Tempo Holders, on the other hand.
Appears in 2 contracts
Sources: Registration Rights Agreement (ACE Convergence Acquisition LLC), Registration Rights Agreement (ACE SO5 Holdings LTD)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor, the Sponsor Members, the Target Holders, the Investor Stockholders and the Director Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (Dynamo Internacional Gestao De Recursos Ltda.), Registration Rights Agreement (Waldencast PLC)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Talkspace Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Talkspace Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (Talkspace, Inc.), Registration Rights Agreement (Hudson Executive Investment Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a PlayStudios Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the PlayStudios Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (PLAYSTUDIOS, Inc.), Registration Rights Agreement (PLAYSTUDIOS, Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice once per calendar year for each of the Sponsor and the Holders.
Appears in 2 contracts
Sources: Business Combination Agreement (Bungeltd), Business Combination Agreement (Bungeltd)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the a Sponsor Holder or a Near Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor Holders and the Near Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (Near Intelligence, Inc.), Registration Rights Agreement (Kludein I Acquisition Corp)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a VO Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the VO Holders.
Appears in 2 contracts
Sources: Registration Rights Agreement (Virgin Orbit Holdings, Inc.), Registration Rights Agreement (NextGen Acquisition Corp. II)
Additional Registrable Securities. Subject to Section 3.4, in the event that any the Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing filing, and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice once per calendar year for each of the Sponsor and the HoldersHolder.
Appears in 2 contracts
Sources: Registration Rights Agreement (Sable Offshore Corp.), Registration Rights Agreement (Flame Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 1 contract
Sources: Registration Rights and Lock Up Agreement (Siebert Financial Corp)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor Holdco or a Spectaire Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor Holdco and the Spectaire Holders, respectively.
Appears in 1 contract
Sources: Registration Rights Agreement (Spectaire Holdings Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 1 contract
Sources: Registration Rights Agreement (Blaize Holdings, Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor Majority Holders, the Director Holders and the Quanergy Holders.
Appears in 1 contract
Sources: Registration Rights Agreement (CITIC Capital Acquisition Corp.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the HoldersHolders (as a group).
Appears in 1 contract
Sources: Business Combination Agreement (Sonnet BioTherapeutics Holdings, Inc.)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor Sponsor, the Target Holders and the Director Holders.
Appears in 1 contract
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Boxed Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Boxed Holders.
Appears in 1 contract
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the CompanyPubco, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the CompanyPubco’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company Pubco shall only be required to cause such Registrable Securities to be so covered twice per calendar year year, in the aggregate, for each of the Sponsor Holders and the Company Holders.
Appears in 1 contract
Sources: Registration Rights Agreement (Evo Acquisition Corp)
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Boxed Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Boxed Holders.
Appears in 1 contract
Additional Registrable Securities. Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be coveredcovered by either, at the Company’s option, by any then available Registration Statement Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor Sponsor, on the one hand, and the Transfix Holders, on the other hand.
Appears in 1 contract
Sources: Registration and Stockholder Rights Agreement (Transfix Holdings, Inc.)
Additional Registrable Securities. Subject to Section 3.43.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of the Sponsor or a Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be covered, at the Company’s option, by any then available Registration Statement (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Registration Statement or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Holders.
Appears in 1 contract