Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 470 contracts
Samples: Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Legato Merger Corp. III)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 111 contracts
Samples: Registration Rights Agreement (ASPAC I Acquisition Corp.), Registration Rights Agreement (Oceanus Acquisition Corp.), Registration Rights Agreement (Pacific Quest Ventures Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1. Notwithstanding any such withdrawal, the Company shall pay all expenses incurred by the holders of Registrable Securities in connection with such Demand Registration as provided in Section 3.3.
Appears in 61 contracts
Samples: Registration Rights Agreement (DT Cloud Star Acquisition Corp), Registration Rights Agreement (DT Cloud Acquisition Corp), Registration Rights Agreement (DT Cloud Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in this Section 2.1.
Appears in 56 contracts
Samples: Registration Rights Agreement (Fusion Fuel Green LTD), Registration Rights Agreement (Akerna Corp.), Registration Rights Agreement (Proficient Alpha Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then the Company does not have to continue its obligations under Section 5.1 with respect to such registration shall not count as a Demand Registration provided for in Section 2.1proposed offering.
Appears in 53 contracts
Samples: Scopus BioPharma Inc., PAVmed Inc., Registration Rights Agreement (Collabrium Japan Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.15.1.
Appears in 35 contracts
Samples: Argyle Security Acquisition CORP, Argyle Security Acquisition CORP, InterAmerican Acquisition Group Inc
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Investors. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 24 contracts
Samples: Registration Rights Agreement (TransTech Services Partners Inc.), Form of Registration Rights Agreement (Asia Special Situation Acquisition Corp), Registration Rights Agreement (Oceanaut, Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any underwritten offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed underwritten offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 23 contracts
Samples: Merger Agreement (Viveon Health Acquisition Corp.), Merger Agreement (Clearday, Inc.), Registration Rights Agreement (Viveon Health Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1. Notwithstanding anything to the contrary in this Agreement, the Company shall be responsible for all costs and expenses incurred in connection with a registration pursuant to a Demand Registration prior to its withdrawal under this subsection 2.15.
Appears in 22 contracts
Samples: Registration Rights Agreement (Aimei Health Technology Co., Ltd.), Registration Rights Agreement (Aimei Health Technology Co., Ltd.), Registration Rights Agreement (Aimei Health Technology Co., Ltd.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1. Notwithstanding any such withdrawal, the Company shall pay all expenses incurred by the holders of Registrable Securities in connection with such Demand Registration as provided in Section 3.3.
Appears in 17 contracts
Samples: Registration Rights Agreement (Edoc Acquisition Corp.), Registration Rights Agreement (Edoc Acquisition Corp.), Registration Rights Agreement (Eucrates Biomedical Acquisition Corp.)
Withdrawal. If a majorityMajority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Investors, unless otherwise required to do so. If the majorityMajority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 12 contracts
Samples: Registration Rights Agreement (Global Consumer Acquisition Corp.), Registration Rights Agreement (Third Wave Acquisition CORP), Registration Rights Agreement (Global Consumer Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1Registration.
Appears in 11 contracts
Samples: Registration Rights Agreement (CIS Acquisition Ltd.), Registration Rights Agreement (CIS Acquisition Ltd.), Registration Rights Agreement (BDH Acquisition Corp.)
Withdrawal. If a majorityMajority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majorityMajority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 10 contracts
Samples: Registration Rights Agreement (Arcade Acquisition Corp.), Registration Rights Agreement (Shine Media Acquisition Corp.), Registration Rights Agreement (Stone Tan China Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Pubco and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 10 contracts
Samples: Form of Registration Rights Agreement (AIB Acquisition Corp), Business Combination Agreement (Golden Star Acquisition Corp), Seller Registration Rights Agreement (Golden Star Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1, provided that the majority-in-interest of the Demanding Holders electing to so withdraw from the offering pays all costs and expenses incurred by the Company in connection with such withdrawn Demand Registration.
Appears in 10 contracts
Samples: Registration Rights Agreement (Education Media, Inc.), Registration Rights Agreement (Transforma Acquisition Group Inc.), Registration Rights Agreement (Transforma Acquisition Group Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration Registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 8 contracts
Samples: Registration Rights Agreement (Lightjump Acquisition Corp), Registration Rights Agreement (Lightjump Acquisition Corp), Registration Rights Agreement (Universal Business Payment Solutions Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1 and the Company shall not be obligated to include such Demand Holders’ Registrable Securities in such Registration Statement.
Appears in 8 contracts
Samples: Registration Rights Agreement (Good Harbor Partners Acquisition Corp), Registration Rights Agreement (Good Harbor Partners Acquisition Corp), Registration Rights Agreement (Israel Growth Partners Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove Holder disapproves of the terms of any underwriting or are is not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders Holder may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters underwriter(s) of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders Holder withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.2.1.1
Appears in 7 contracts
Samples: Lifesciences Opportunities Inc, Lifesciences Opportunities Inc, Lifesciences Opportunities Inc
Withdrawal. If a majorityMajority-in-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majorityMajority-in-interest Interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 7 contracts
Samples: Registration Rights Agreement (Slipstream Funding, LLC), Registration Rights Agreement (Lighting Science Group Corp), Registration Rights Agreement (Lighting Science Group Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders that have Registrable Securities included in the Demand Registration disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders that have Registrable Securities included in a Demand Registration withdraws from a proposed offering relating to a such Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 6 contracts
Samples: Registration Rights Agreement (Nukkleus Inc.), Registration Rights Agreement (Brilliant Acquisition Corp), Registration Rights Agreement (Nukkleus Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offeringoffering for any reason, then, prior to the effectiveness of the Registration Statement, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving provide written notice to the Company and the Underwriter or Underwriters Underwriter(s) of their request to withdraw prior to the effectiveness of Registration Statement, and the proposed offering shall be withdrawn. If the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registrationis so withdrawn, then such registration shall it will not count as a Demand Registration pursuant to this Section 2.1. Notwithstanding any such withdrawal, the Company shall pay all expenses incurred by the holders of Registrable Securities in connection with such registration as provided for in Section 2.13.4.
Appears in 5 contracts
Samples: Registration Rights Agreement (Bioceres Crop Solutions Corp.), Registration Rights Agreement (Union Acquisition Corp.), Registration Rights Agreement (Union Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 4 contracts
Samples: Registration Rights Agreement (Yunhong International), Registration Rights Agreement (TKK SYMPHONY ACQUISITION Corp), Registration Rights Agreement (Greenland Acquisition Corp.)
Withdrawal. If If, prior to filing of the applicable “red hxxxxxx prospectus” or prospectus supplement used for marketing such registration, a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 4 contracts
Samples: Form of Registration Rights Agreement (OneMedNet Corp), Form of Registration Rights Agreement (OneMedNet Corp), Form of Registration Rights Agreement (OneMedNet Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration Registration shall not count as a Demand Registration provided for in this Section 2.1.
Appears in 4 contracts
Samples: Registration Rights Agreement (American Virtual Cloud Technologies, Inc.), Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.), Registration Rights Agreement (PENSARE ACQUISITION Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 4 contracts
Samples: Seller Registration Rights Agreement (Apeiron Capital Investment Corp.), Seller Registration Rights Agreement (Tottenham Acquisition I LTD), Registration Rights Agreement (Megalith Financial Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Churchill Ventures LTD), Registration Rights Agreement (Churchill Ventures LTD), Registration Rights Agreement (China Pacific Acquisition Corp)
Withdrawal. If a majority-in-majority in interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any underwritten offering, such majority-in-majority in interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-majority in interest of the Demanding Holders withdraws from a proposed underwritten offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Vector Intersect Security Acquisition Corp.), Registration Rights Agreement (Vector Intersect Security Acquisition Corp.), Registration Rights Agreement (Vector Intersect Security Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their PIPE Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration Registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Meten EdtechX Education Group Ltd.), Registration Rights Agreement (Meten EdtechX Education Group Ltd.), Registration Rights Agreement (Meten EdtechX Education Group Ltd.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration prior to effectiveness of the Registration Statement, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Westway Group, Inc.), Registration Rights Agreement (Westway Group, Inc.), Registration Rights Agreement (Shermen WSC Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Purchasers. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1Registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (National American University Holdings, Inc.), Agreement and Plan of Reorganization (Camden Learning CORP), Registration Rights Agreement (Camden Learning CORP)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Millstream Acquisition Corp), Registration Rights Agreement (China Mineral Acquisition CORP), Registration Rights Agreement (Great Wall Acquisition Corp)
Withdrawal. If a majorityMajority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majorityMajority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Vantage Energy Services, Inc.), Registration Rights Agreement (Vantage Drilling CO), Registration Rights Agreement (Vantage Drilling CO)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws elect to withdraw from a proposed offering relating pursuant to a Demand Registrationthis Section 5.1.5, then such registration Demand Registration shall not count as a Demand Registration as provided for in Section 2.15.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Tailwind Financial Inc.), Registration Rights Agreement (Tailwind Financial Inc.), Tailwind Financial Inc.
Withdrawal. If a majorityMajority-in-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majorityMajority-in-interest Interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 3 contracts
Samples: Registration Rights Agreement (Information Services Group Inc.), Form of Registration Rights Agreement (Golden Pond Healthcare, Inc.), Registration Rights Agreement (Kanders Acquisition CO)
Withdrawal. If a majorityMajority-inIn-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-inIn-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Investors. If the majoritya Majority-inIn-interest Interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Apex Bioventures Acquisition Corp), Registration Rights Agreement (Apex Bioventures Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the any Demanding Holders Holder may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1Registration.
Appears in 2 contracts
Samples: Warrant Purchase Agreement (Navisite Inc), Warrant Purchase Agreement (Navisite Inc)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of the other Investors. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Highpoint Acquisition Corp.), Registration Rights Agreement (Harbor Business Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Paramount and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in this Section 2.1.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Paramount Acquisition Corp), Stock Purchase Agreement (Paramount Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Pubco and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 2 contracts
Samples: Business Combination Agreement (Golden Star Acquisition Corp), Registration Rights Agreement (Golden Star Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities Insider Shares in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Insiders. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, Registration then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Treehouse Partners CORP), Registration Rights Agreement (Treehouse Partners CORP)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in this Section 2.13.1.
Appears in 2 contracts
Samples: Investment Subscription and Registration Rights Agreement (Lindblad Expeditions Holdings, Inc.), And Registration Rights Agreement (Lindblad Sven-Olof)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Crossfire Capital Corp.), Registration Rights Agreement (Crossfire Capital Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws withdraw from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Columbus Acquisition Corp), Registration Rights Agreement (Columbus Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove disapproves of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (North Asia Investment CORP), Registration Rights Agreement (North Asia Investment CORP)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, Registration then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (MBF Healthcare Acquisition Corp.), Registration Rights Agreement (MBF Healthcare Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration Registration shall not count as a Demand Registration provided for in this Section 2.12.2.
Appears in 2 contracts
Samples: Investor Rights Agreement (Ribbon Communications Inc.), Investor Rights Agreement (American Virtual Cloud Technologies, Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-in- interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Energy Xxi (Bermuda) LTD), Registration Rights Agreement (Greater China Acquisition Corp.)
Withdrawal. If If, prior to filing of the applicable “red xxxxxxx prospectus” or prospectus supplement used for marketing such registration, a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.2.
Appears in 2 contracts
Samples: Business Combination Agreement (Oxus Acquisition Corp.), Registration Rights Agreement (Oxus Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (China Lending Corp), Registration Rights Agreement (DT Asia Investments LTD)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company MLP and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Navios Maritime Partners L.P.)
Withdrawal. If a majority-—in-—interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-—in-—interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-—in-—interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Enterprise Acquisition Corp.)
Withdrawal. If a majority-in-interest Majority of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest Majority of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest Majority of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in this Section 2.18.2.
Appears in 1 contract
Samples: Grand Farm Inc.
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting offering or sale (whether underwritten or otherwise) or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Brooge Holdings LTD)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1. Notwithstanding any such withdrawal, the Purchaser shall pay all expenses incurred by the holders of Registrable Securities in connection with such Demand Registration as provided in Section 3.3.
Appears in 1 contract
Samples: Registration Rights Agreement (Nova Vision Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the managing Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Allegro Merger Corp.)
Withdrawal. If a majority-in-interest of the Demanding Majority Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Majority Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Majority Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Investors, unless otherwise required to do so. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Vantage Energy Services, Inc.)
Withdrawal. If If, prior to filing of the applicable “red xxxxxxx prospectus” or prospectus supplement used for marketing such registration, a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Data Knights Acquisition Corp.)
Withdrawal. If a majorityMajority-in-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration prior to effectiveness of the Registration Statement, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (North American Insurance Leaders, Inc.)
Withdrawal. If a majorityMajority-inIn-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-inIn-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest majority of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Oracle Healthcare Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities Insider Shares in any offering, such majority-majority- in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Insiders. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, Registration then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Ad.Venture Partners, Inc.)
Withdrawal. If a majorityMajority-in-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities Shares in any offering, such majorityMajority-in-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majorityMajority-in-interest Interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in this Section 2.1.
Appears in 1 contract
Samples: Lockup and Registration Rights Agreement (Live Nation, Inc.)
Withdrawal. If a majority-in-majority in interest of the Demanding Holders disapprove disapproves of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-majority in interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders so withdraws from a proposed offering relating to the request for a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Cullen Agricultural Holding Corp)
Withdrawal. If a majority-in-interest of the Demanding ---------- Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities Placement Shares in any offering, such majority-in-in- interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.15.2(a).
Appears in 1 contract
Samples: Stock Purchase and Registration Rights Agreement (Planvista Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any underwritten offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest ininterest of the Demanding Holders withdraws from a proposed underwritten offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Beneficient Co Group, L.P.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Pubco and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Withdrawal. If a majorityMajority-in-interest Interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of other Investors, unless otherwise required to do so. If the majorityMajority-in-interest Interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (CR Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.13(a).
Appears in 1 contract
Samples: Investor Rights Agreement (Titanium Asset Management Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters Underwriter(s) of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Echo Healthcare Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of the other Investor. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Builder Acquisition Corp)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Singapore NewCo and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (8i Enterprises Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.12(a).
Appears in 1 contract
Samples: Seller Registration Rights Agreement (Renovaro Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.11.02(a).
Appears in 1 contract
Withdrawal. If a majority-in-interest of the Majority Selling Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, offering such majority-in-interest of the Majority Selling Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Majority Selling Demanding Holders withdraws withdraw from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12(d).
Appears in 1 contract
Samples: Registration Rights Agreement (Lighting Science Group Corp)
Withdrawal. If a majorityMajority-in-interest Interest of the Demanding Holders disapprove of the terms of any underwriting offering conducted by an Underwriter or are not entitled to include all of their Registrable Securities in any offering, such majorityMajority-in-interest Interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majorityMajority-in-interest Interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Allied Esports Entertainment, Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then the Company shall cease all efforts to secure such registration, and such registration shall not count as a Demand Registration provided for in Section 2.15.2.
Appears in 1 contract
Samples: Converted Organics Inc.
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall the Company need not count as a Demand Registration provided for in continue its obligations under Section 2.1.A of this Exhibit B.
Appears in 1 contract
Samples: TransTech Services Partners Inc.
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Singapore NewCo and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.2.
Appears in 1 contract
Samples: Registration Rights Agreement (8i Enterprises Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Holdco and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Meten EdtechX Education Group Ltd.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12(a).
Appears in 1 contract
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting offering or sale (whether underwritten or otherwise) or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Pubco and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Bpgic Registration Rights Agreement (Brooge Holdings LTD)
Withdrawal. If In the case of a Demand Registration, if a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities Insider Shares in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, Registration then such registration shall not count as a Demand Registration provided for in Section 2.1Sections 2.1.1 hereof.
Appears in 1 contract
Samples: Registration Rights Agreement (Healthcare Acquisition Partners Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1 and the Company shall not be obligated to include such Demand Holders' Registrable Securities in such Registration Statement.
Appears in 1 contract
Samples: Registration Rights Agreement (Juniper Partners Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Malacca Straits Acquisition Co LTD)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of the initial investors in the Company. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.15.1.
Appears in 1 contract
Samples: Education Media, Inc.
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting underwritten offering or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company Purchaser and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission SEC with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.12.2.
Appears in 1 contract
Samples: Registration Rights Agreement (Andina Acquisition Corp. III)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Lion Point Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.2.
Appears in 1 contract
Samples: Registration Rights Agreement (BurgerFi International, Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders that have Registrable Securities included in the Demand Registration disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders that have Registrable Securities included in a Demand Registration withdraws from a proposed offering relating to a such Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1..
Appears in 1 contract
Samples: Registration Rights Agreement (Science 37 Holdings, Inc.)
Withdrawal. If a majority-in-majority in interest of the Demanding Holders disapprove disapproves of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offeringunderwriting, such majority-in-majority in interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders so withdraws from a proposed offering relating to the request for a Demand RegistrationRegistration in such event, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Long Island Iced Tea Corp.)
Withdrawal. If Subject to the terms of any applicable underwriting agreement, if a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1(a).
Appears in 1 contract
Samples: Registration Rights Agreement (Catalina Lighting Inc)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.2.1.2.2
Appears in 1 contract
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove ---------- of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.2(a).
Appears in 1 contract
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.11.02(c).
Appears in 1 contract
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-in- interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (National Energy Services Reunited Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1 and shall be deemed to be a “Withdrawn Offering”.
Appears in 1 contract
Withdrawal. If a majority-in-majority in interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-majority in interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-majority in interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in this Section 2.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Hambrecht Asia Acquisition Corp.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.2.
Appears in 1 contract
Samples: Registration Rights and Lock Up Agreement (BurgerFi International, Inc.)
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter underwriter or Underwriters underwriters of their request to withdraw prior to the effectiveness of the Registration Statement registration statement filed with the Commission with respect to such Demand Registration. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.15.2.
Appears in 1 contract
Samples: Apex Bioventures Acquisition Corp
Withdrawal. If a majority-in-interest of the Demanding Holders disapprove of the terms of any underwriting or are not entitled to include all of their Registrable Securities in any offering, such majority-in-interest of the Demanding Holders may elect to withdraw from such offering by giving written notice to the Company and the Underwriter or Underwriters of their request to withdraw prior to the effectiveness of the Registration Statement filed with the Commission with respect to such Demand Registration. In such event, the Company need not seek effectiveness of such Registration Statement for the benefit of the other Investors. If the majority-in-interest of the Demanding Holders withdraws from a proposed offering relating to a Demand Registration, then such registration shall not count as a Demand Registration provided for in Section 2.12.1.1.
Appears in 1 contract
Samples: Registration Rights Agreement (Builder Acquisition Corp)
