Common use of Effective Registration Clause in Contracts

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering and notify the Company in writing, but in no event later than five (5) days of such election; provided, further, that the Company shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 8 contracts

Samples: Registration Rights Agreement (Betterware De Mexico, S.A. De C.V.), Investor Rights Agreement (American Virtual Cloud Technologies, Inc.), Investor Rights Agreement (Ribbon Communications Inc.)

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Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission SEC with respect to such Demand Registration has been declared effective and the Company Purchaser has complied in all material respects with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission SEC or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company Purchaser in writing, but in no event later than five (5) days days, of such election; provided, further, that the Company Purchaser shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 7 contracts

Samples: Registration Rights Agreement (Pono Capital Corp), Agreement and Plan of Merger (Arogo Capital Acquisition Corp.), Registration Rights Agreement (Lakeshore Acquisition I Corp.)

Effective Registration. A Registration registration will not count as a Demand Registration unless and until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective by the Commission and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, terminated and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and notify the Company in writing, but in no event later than five (5) days of following such election; provided, further, that the Company shall not be obligated to file a second another Registration Statement until a the Registration Statement that has been previously filed is counted as with respect to a Demand Registration becomes effective or is terminated.

Appears in 6 contracts

Samples: Registration Rights Agreement (Capitol Investment Corp. V), Form of Registration Rights Agreement (Capitol Investment Corp. VI), Form of Registration Rights Agreement (Capitol Investment Corp. VI)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, until (ia) such stop order or injunction is removed, rescinded or otherwise terminated, and (iib) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering and notify the Company thereof in writing, but in no event later than five (5) days of such election; provided, further, that the Company shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 3 contracts

Samples: Registration Rights Agreement (Larimar Therapeutics, Inc.), Registration Rights Agreement (Larimar Therapeutics, Inc.), Registration Rights Agreement (Flynn James E)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering and notify the Company in writing, but in no event later than five (5) days of such election; provided, further, that the Company shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 3 contracts

Samples: Registration Rights Agreement (Constellation Alpha Capital Corp.), Form of Registration Rights Agreement (Constellation Alpha Capital Corp.), Agreement and Plan of Merger (Constellation Alpha Capital Corp.)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission SEC with respect to such Demand Registration has been declared effective and the Company has complied in all material respects with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission SEC or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company in writing, but in no event later than five (5) days days, of such election; provided, further, that the Company shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 3 contracts

Samples: Registration Rights Agreement (New Horizon Aircraft Ltd.), Form of Registration Rights Agreement (Pono Capital Three, Inc.), Business Combination Agreement (Pono Capital Three, Inc.)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective by the Commission and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-majority- in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company in writing, but in no event later than five (5) days of such election; provided, further, that the Company shall not be obligated to file a second Registration Statement until a the Registration Statement that has been previously filed is counted as a Demand Registration becomes effective or is subsequently terminated.

Appears in 2 contracts

Samples: Registration and Shareholder Rights Agreement (Oaktree Acquisition Corp.), Registration and Shareholder Rights Agreement (Oaktree Acquisition Corp.)

Effective Registration. A Except with respect to withdrawals covered by Section 2.1.5, a Registration will shall not count as a Demand Registration unless and until (i) the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective by the Commission and (ii) the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, provided that if, after such Registration Statement has been declared effective, the an offering of Registrable Securities pursuant to a Demand Registration is subsequently interfered with by any stop order or injunction of the Commission Commission, federal or state court or any other governmental agency or courtagency, the Registration Statement with respect to such Demand Registration will shall be deemed not to have been declared effective, unless and until, until (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated initiating such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company in writing, but in no event later than five (5) days days, of such election; provided, further, that the Company shall not be obligated or required to file a second another Registration Statement until a the Registration Statement that has been previously filed is counted as with respect to a Registration pursuant to an Underwritten Demand Registration becomes effective or is subsequently terminated.

Appears in 2 contracts

Samples: Registration Rights Agreement (Achari Ventures Holdings Corp. I), Registration Rights Agreement (VASO Corp)

Effective Registration. A Notwithstanding the provision of subsection 2.1.1 above or any other part of this Agreement, a Registration will not count as a Demand Registration until the Registration Statement filed with the Commission SEC with respect to such Demand Registration has been declared effective and by the Company has complied with all of its obligations under this Agreement with respect theretoSEC; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission SEC or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, until (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company Buyer in writing, but in no event later than five (5) days after such removal, recission or termination, of such election; provided, further, that the Company Buyer shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as pursuant to a Demand Registration becomes effective or is terminated.

Appears in 2 contracts

Samples: Registration Rights Agreement (PSQ Holdings, Inc.), Registration Rights Agreement (PSQ Holdings, Inc.)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, until (ia) such stop order or injunction is removed, rescinded or otherwise terminated, and (iib) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering and notify the Company thereof in writing, but in no event later than five (5) days of such election; provided, further, that the Company shall not be obligated or required to file a second another Registration Statement until a the Registration Statement that has been previously filed is counted as with respect to a Registration pursuant to a Demand Registration becomes effective or is subsequently terminated.

Appears in 2 contracts

Samples: Registration Rights Agreement (Renovacor, Inc.), Form of Registration Rights Agreement (Chardan Healthcare Acquisition 2 Corp.)

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Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission SEC with respect to such Demand Registration has been declared effective and the Company Acquiror has complied in all material respects with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission SEC or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company Acquiror in writing, but in no event later than five (5) days days, of such election; provided, further, that the Company Acquiror shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 1 contract

Samples: Registration Rights Agreement (CF Finance Acquisition Corp II)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission SEC with respect to such Demand Registration has been declared effective and the Company Purchaser has complied in all material respects with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission SEC or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, until (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such Registration and accordingly notify the Company Purchaser in writing, but in no event later than five (5) days after such removal, recission or termination, of such election; provided, further, that the Company Purchaser shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 1 contract

Samples: Registration Rights Agreement (Shapeways Holdings, Inc.)

Effective Registration. A Registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective and the Company has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated initiate such Demand Registration thereafter affirmatively elect to continue the offering and notify the Company in writing, but in no event later than five (5) days of such election; provided, further, that the Company shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 1 contract

Samples: Registration Rights Agreement (PENSARE ACQUISITION Corp)

Effective Registration. A Registration registration will not count as a Demand Registration until the Registration Statement filed with the Commission with respect to such Demand Registration has been declared effective and the Company Purchaser has complied with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering and accordingly notify the Company Purchaser in writing, but in no event later than five (5) days days, of such election; provided, further, that the Company Purchaser shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 1 contract

Samples: Registration Rights Agreement (Canna-Global Acquisition Corp)

Effective Registration. A Registration registration will not count as a Demand Registration until the Registration Statement filed with the Commission SEC with respect to such Demand Registration has been declared effective and the Company Purchaser has complied in all material respects with all of its obligations under this Agreement with respect thereto; provided, however, that if, after such Registration Statement has been declared effective, the offering of Registrable Securities pursuant to a Demand Registration is interfered with by any stop order or injunction of the Commission SEC or any other governmental agency or court, the Registration Statement with respect to such Demand Registration will be deemed not to have been declared effective, unless and until, (i) such stop order or injunction is removed, rescinded or otherwise terminated, and (ii) a majority-in-interest of the Demanding Holders who initiated such Demand Registration thereafter affirmatively elect to continue the offering with such registration and accordingly notify the Company Purchaser in writing, but in no event later than five (5) days days, of such election; provided, further, that the Company Purchaser shall not be obligated to file a second Registration Statement until a Registration Statement that has been filed is counted as a Demand Registration or is terminated.

Appears in 1 contract

Samples: Registration Rights Agreement (Financial Strategies Acquisition Corp.)

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