Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 6 contracts
Sources: Registration Rights Agreement (Energy Cloud I Acquisition Corp), Registration Rights Agreement (Energy Cloud I Acquisition Corp), Registration Rights Agreement (Brilliant Acquisition Corp)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination (as defined in the Company’s Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 6 contracts
Sources: Registration Rights Agreement (Tremisis Energy Acquisition CORP II), Registration Rights Agreement (Tremisis Energy Acquisition CORP II), Registration Rights Agreement (Staccato Acquisition Corp.)
Request for Registration. At any time and from time to time on or after the date that is (i) in the date that case of the Insider Warrants (or underlying Ordinary Shares), after the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) in the case of the Initial Shares, three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities (or underlying securities) Initial Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities (or underlying securities) Initial Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 6 contracts
Sources: Registration Rights Agreement (GSME Acquisition Partners I), Registration Rights Agreement (CS China Acquisition Corp.), Registration Rights Agreement (Redstar Partners, Inc.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock) and Working Capital Securities Over-Allotment Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration under this Section 2.1.1 in respect of all Registrable Securities. Additionally, the right to a Demand Registration set forth under this Section 2.1.1 with respect to the Registrable Securities shall terminate on the fifth anniversary of the Effective Date.
Appears in 6 contracts
Sources: Registration Rights Agreement (Roth CH Acquisition IV Co.), Registration Rights Agreement (Roth CH Acquisition IV Co.), Registration Rights Agreement (Roth CH Acquisition IV Co.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) is three months prior to the Release Date with respect to the Founder Shares or (ii) the date that the Company consummates a Business Combination with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Warrants (or underlying securitiesCommon Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Warrants (or underlying securitiesCommon Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 5 contracts
Sources: Registration Rights Agreement (Springwater Special Situations Corp.), Registration Rights Agreement (Springwater Special Situations Corp.), Registration Rights Agreement (Springwater Special Situations Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesAnnouncement Date, the holders of a majorityMajority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliatestransferees, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of the Private Placement Warrants and Private Placement Warrant Shares (the “First Demand Registration”); provided, however, such Demand Registration shall not be declared effective by the Commission until after the First Release Date. At any time and from time to time on or after the Second Release Date, the holders of a Majority-in-interest held by the Investors or their Founder Sharestransferees, Representative Shares, Private may make a written demand for registration under the Securities Act of all or part of the Registrable Securities (or underlying securities)the “Second Demand Registration” and together with the First Demand Registration, Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities Securities, as applicable, proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demandDemand Registration, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of (i) one (1) Demand Registration prior to the First Release Date and (ii) not more than two (2) Demand Registrations prior to the Second Release Date under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 5 contracts
Sources: Registration Rights Agreement (Stone Tan China Acquisition Corp.), Registration Rights Agreement (Arcade Acquisition Corp.), Registration Rights Agreement (Stone Tan China Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 5 contracts
Sources: Registration Rights Agreement (Petra Acquisition Inc.), Registration Rights Agreement (Petra Acquisition Inc.), Registration Rights Agreement (Petra Acquisition Inc.)
Request for Registration. At If the Company at any time and from time proposes to time register any of its authorized but unissued shares of Common Stock on its own behalf for the purposes of raising capital (other than on Form S-4 or after (i) the date that the Company consummates a Business Combination with respect Form S-8 or any successor or similar form to the Representative Shares, Private Securities (Form S-4 or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securitiesForm S-8), Working Capital Securities (or underlying securities) or any of its unregistered and issued shares of Common Stock on behalf of other Registrable Securitiesstockholders, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act on a form and in a manner that would permit registration of all or part Registrable Securities under the Securities Act for sale to the public, it shall, in each such case, give prompt notice in accordance with the provisions of their Founder SharesSection 11.8 to each Shareholder of its intention to do so, Representative Sharesspecifying the form and manner and the other relevant facts involved in such proposed registration (including, Private Securities (or underlying securities)without limitation, Working Capital Securities (or underlying securities) or other Registrable Securitiesthe identity of the managing underwriter, as the case may be (a “Demand Registration”if any). Any demand for Upon the written request of a Demand Registration Shareholder delivered to the Company within thirty (30) days after such notice shall have been given to such Shareholder (which request shall specify the number of Registrable Securities intended to be disposed of by such Shareholder and the intended method of disposition thereof), the Company will use its reasonable best efforts to effect the registration under the Securities Act, as expeditiously as is reasonable, of all the Registrable Securities that the Company has been so requested to register by such Shareholder, to the extent requisite to permit the sale of the Registrable Securities to be so registered; provided, however, that:
(a) if, at any time after giving such written notice of its intention to register any shares of Common Stock proposed to be registered by the Company and prior to the effective date of the registration statement filed in connection with such registration, the Company shall determine for any reason not to register such shares of Common Stock, the Company shall, at its election, give written notice of such determination to each Shareholder, and thereupon the Company shall be relieved of its obligation to register any Registrable Securities in connection with such registration (but not from its obligation to pay the Registration Expenses in connection therewith to the extent provided in Section 4.2); and
(b) if the managing underwriter of such offering shall advise the Company that, in its judgment, the number of shares of Common Stock proposed to be included in such offering should be limited because the inclusion of Registrable Securities is likely to adversely impact the purchase price obtained for the shares of Common Stock proposed to be sold included in such offering, then the Company shall promptly advise each Shareholder thereof and may require, by written notice to such Shareholder accompanying such advice, that, to the intended method(s) of distribution thereof. The Company will notify extent necessary to meet such limitation, all holders of Registrable Securities and of other shares of Common Stock proposing to sell shares of Common Stock in such offering shall share pro rata in the demandnumber of shares of Common Stock to be excluded from such offering, and each holder such sharing to be based on the respective numbers of Registrable Securities who wishes and other shares of Common Stock as to include all or which registration has been requested by such holders, and that the distribution of such Registrable Securities and other shares of Common Stock as are so excluded be deferred (in case of a deferral as to a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including and other shares of Registrable Securities Common Stock, such portion to be allocated among such holders in proportion to the respective numbers of shares of Common Stock so requested to be registered by such registration, a “Demanding Holder”holders) shall so notify until the Company within fifteen (15) days after the receipt by the holder completion of the notice from the Company. Upon distribution of such shares of Common Stock and any other securities by such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securitiesunderwriters.
Appears in 5 contracts
Sources: Registration Rights Agreement (Open Joint Stock Co Long Distance & Internat Comm Rostelecom), Registration Rights Agreement (Alfa Telecom LTD), Registration Rights Agreement (First Nis Regional Fund Sicav)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or any underlying securities), Over-Allotment Warrants (or any underlying securities), Working Capital Warrants (or any underlying securities) and Working Capital Representative Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (Galileo Acquisition Corp.), Registration Rights Agreement (Galileo Acquisition Corp.), Registration Rights Agreement (TKK SYMPHONY ACQUISITION Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Shares and Private Securities (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (Mount Rainier Acquisition Corp.), Registration Rights Agreement (Mount Rainier Acquisition Corp.), Registration Rights Agreement (Mount Rainier Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Date, any holder of Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration (a “Demand”) under the Securities Act of all or part of their Founder Shares, Representative Shares, Private its Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Each Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) methods of distribution thereof. The Company will notify promptly give written notice to all holders of Registrable Securities of the demand, and each such Demand. Each other holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the such Demand Registration (each such other holder including shares of who wishes to include Registrable Securities in such registrationDemand Registration, together with the holder who makes such Demand, a “Demanding Holder”) shall so notify must give written notice to that effect to the Company within fifteen (15) days after the receipt by the such holder of the such notice from the Company. Upon any Such notice from such request, other holder must specify the number of Registrable Securities proposed to be sold by such other holder and the intended methods of distribution thereof. The Demanding Holders shall be entitled to have their the Registrable Securities (covered by such Demand and their notices) included in the such Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect effect, under this Section 2.1.1 in respect of Registrable Securities, (a) any Demand Registration unless (i) the Demanding Holders propose to sell an aggregate of at least (x) $5,000,000 of Registrable Securities (based on the closing price of common equity securities of the Company in the principal trading market therefor on a date specified in such Demand within thirty (30) days prior to the date of such Demand) or (y) 1% of the then outstanding securities of the Company and (ii) at least 20% of the Registrable Securities are covered by such Demand and notices or (b) more than (x) one Demand Registration during any consecutive nine (9) month period or (y) an aggregate of two (2) Demand Registrations under Registrations. The Company may include in any Demand Registration additional Equity Interests for sale for its own account or for the account of any other Person who has been granted piggyback registration rights. If the Company receives conflicting instructions, notices or elections from two (2) or more Persons with respect to the same Registrable Securities, then the Company may act upon the basis of the instructions, notice or election received from the registered owner of such Registrable Securities. No holder of Registrable Securities may make a Demand pursuant to this Section 2.1.1 in respect 2.1 at any time after the seventh (7th) anniversary of all Registrable Securitiesthe Release Date.
Appears in 4 contracts
Sources: Registration Rights Agreement (Symmetry Holdings Inc), Registration Rights Agreement (Symmetry Holdings Inc), Registration Rights Agreement (Symmetry Holdings Inc)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (DD3 Acquisition Corp.), Registration Rights Agreement (DD3 Acquisition Corp.), Registration Rights Agreement (Opes Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) Shares and Working Capital Securities (or underlying securities) Shares or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (excluding EBC Shares), the holders of a majority-in-interest of such Founder Shares, Representative Private Shares, Private Securities (or underlying securities), and Working Capital Securities (or underlying securities) Shares or other Registrable SecuritiesSecurities (excluding EBC Shares), as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Shares and Working Capital Securities (or underlying securities) Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (REZOLVE GROUP LTD), Registration Rights Agreement (Armada Acquisition Corp. I), Registration Rights Agreement (Armada Acquisition Corp. I)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (Andina Acquisition Corp. II), Registration Rights Agreement (Andina Acquisition Corp. II), Registration Rights Agreement (Arowana Inc.)
Request for Registration. (i) At any time and from time to time on or for the period (the "Demand Period") that is one (1) year after the later to occur of (ix) the date that the Company consummates a Business Combination with respect to Bridge Loan Note is converted, and (y) the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to date that the Release Date with respect to all other Registrable SecuritiesWarrant is exercised, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case Investor may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for request an underwritten registration under the Securities Act of 1933, as amended (the "Securities Act"), of all or part (but not less than 100,000 shares) of their Founder Shares, Representative Shares, Private Securities its Registrable Stock (or underlying securitiesthe "Demand Registration"), Working Capital Securities (or underlying securities) or other Registrable Securities, as subject to the case may be terms and conditions of this Agreement. Any request (a “Demand Registration”). Any demand "Registration Request") for a the Demand Registration shall specify the approximate number of shares of Registrable Stock requested to be registered (but not less than a majority of the total number of shares of Registrable Stock then outstanding).
(ii) Subject to subsection (i) above and paragraph 2F, the Investor will be entitled to request one (1) Demand Registration at any time during the Demand Period.
(iii) A registration will not count as the Demand Registration paid for by the Company (as provided in paragraph 5B) unless the Investor is able to register and sell at least 50% of the Registrable Stock requested to be included in such registration.
(iv) The Company will not include in any Demand Registration any securities other than shares of Registrable Stock and securities to be registered for offering and sale on behalf of the Company without the prior written consent of the Investor. If the managing underwriter(s) of the offering to be effected pursuant to the Demand Registration advise the Company in writing that in their opinion the number of shares of Registrable Securities proposed to be sold and Stock and, if permitted hereunder, other securities in such offering, exceeds the intended method(s) number of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities Stock and other securities, if any, which can be sold in an orderly manner in such offering within a price range acceptable to the Investor, the Company will include in such registration, a “Demanding Holder”) shall so notify prior to the Company within fifteen (15) days after the receipt by the holder inclusion of the notice from the Company. Upon any such requestsecurities which are not shares of Registrable Stock, the Demanding Holders shall number of shares of Registrable Stock requested to be entitled to have their Registrable Securities included which in the Demand Registration, subject to Section 2.1.4 and opinion of such underwriters can be sold in an orderly manner within the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate price range of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securitiessuch offering.
Appears in 4 contracts
Sources: Bridge Loan and Security Agreement (Eltrax Systems Inc), Bridge Loan and Security Agreement (Eltrax Systems Inc), Registration Rights Agreement (Verso Technologies Inc)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three nine months prior to after the Release Date consummation of a Business Combination with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (1) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (Legato Merger Corp. IV), Registration Rights Agreement (Legato Merger Corp. IV), Registration Rights Agreement (Legato Merger Corp. III)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), $15 Exercise Price Sponsor Warrants (or underlying shares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), Working Capital Securities $15 Exercise Price Sponsor Warrants (or underlying securitiesshares of Common Stock) and Working Capital Units (or underlying shares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), $15 Exercise Price Sponsor Warrants (or underlying shares of Common Stock), Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 4 contracts
Sources: Registration Rights Agreement (Jensyn Acquisition Corp.), Registration Rights Agreement (Jensyn Acquisition Corp.), Registration Rights Agreement (1347 Capital Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Black Ridge Oil & Gas, Inc.), Registration Rights Agreement (Black Ridge Acquisition Corp.), Registration Rights Agreement (Black Ridge Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), and Working Capital Securities Units (or underlying securities) ), or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) ), or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Archimedes Tech Spac Partners Co), Registration Rights Agreement (Archimedes Tech Spac Partners Co), Registration Rights Agreement (Archimedes Tech Spac Partners Co)
Request for Registration. At The Company, upon written demand (a "DEMAND NOTICE"), given at any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesDate, of the holders Holders of a majority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration agrees to register under the Securities Act of (a "DEMAND REGISTRATION") all or part any portion of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “. The Demand Registration”). Any demand for a Demand Registration Notice shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders Holders of Registrable Securities of the demand, and each holder Holder of Registrable Securities who wishes to include all or a portion of such holder’s Holder's Registrable Securities in the Demand Registration (each such holder including Holder that decides to include shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company within fifteen (15) days after the receipt by the holder Holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggy-back registration rights pursuant to Section 2.2 hereof and either: (i) the Holder has elected to participate in the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of the securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Alpha Security Group CORP), Registration Rights Agreement (Alpha Security Group CORP), Registration Rights Agreement (Alpha Security Group CORP)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Better World Acquisition Corp.), Registration Rights Agreement (Merida Merger Corp. I), Registration Rights Agreement (Merida Merger Corp. I)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the First Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-majority in interest of such Founder the Unit Shares, Representative Sharesthe Warrants and the Warrant Shares collectively, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (a "Demand Registration"). At any time and from time to time on or underlying securities)after the Second Release Date, Working Capital Securities (the holders of a majority in interest of the Initial Investor Shares may request a Demand Registration for all or underlying securities) or other part of their Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demanda requested Demand Registration, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “"Demanding Holder”") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.13.1.
1. The Company shall not be obligated to effect more than an aggregate of on (1) Demand Registration at the request of the holders of the Unit Shares, the Warrants and the Warrant Shares, collectively two (2) Demand Registrations at the request of the holders of the Initial Investor Shares, in each case, under this Section 2.1.1 in respect of all Registrable Securities.2.1.1
Appears in 3 contracts
Sources: Registration Rights Agreement (Vector Intersect Security Acquisition Corp.), Registration Rights Agreement (Vector Intersect Security Acquisition Corp.), Registration Rights Agreement (Vector Intersect Security Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities(i) the Insider Warrants (or Ordinary Shares underlying the Insider Warrants) and (ii) the Insider Shares, the holders of a majority-in-interest of such Founder the (a) Insider Warrants (or Ordinary Shares underlying the Insider Warrants) and (b) Insider Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may each make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private such Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of such Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will then notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company of the number and type of Registrable Securities for which registration is requested within fifteen (15) calendar days after of the receipt by the holder of the such notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration with respect to the Insider Warrants (or Ordinary Shares underlying the Insider Warrants) and one (1) Demand Registration with respect to the Insider Shares under this Section 2.1.1 in respect of all Registrable Securities2.1.1.
Appears in 3 contracts
Sources: Registration Rights Agreement (FlatWorld Acquisition Corp.), Registration Rights Agreement (FlatWorld Acquisition Corp.), Registration Rights Agreement (FlatWorld Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founder’s Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founder’s Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the InvestorsSponsor, officers or directors of the Company or their affiliates, or the transferees of the Investors Sponsor, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founder’s Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Akerna Corp.), Registration Rights Agreement (MTech Acquisition Corp), Registration Rights Agreement (MTech Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) Shares or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the IPO Registration Statement (the “Effective Date”) with respect to the Placement Warrants, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Shares, Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Placement Rights (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Shares, Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Placement Rights (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationRegistration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.), Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.), Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Private Shares, Private Securities Rights (or underlying securities), Private Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), the Representative’s Shares, or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Private Shares, Private Securities Warrants (or underlying securities), Private Rights (or underlying securities), the Representative’s Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen three (153) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Mars Acquisition Corp.), Registration Rights Agreement (Lakeshore Acquisition II Corp.), Registration Rights Agreement (Lakeshore Acquisition II Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Tavia Acquisition Corp.), Registration Rights Agreement (Tavia Acquisition Corp.), Registration Rights Agreement (Tavia Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Commission Units (or underlying Ordinary Shares) and Working Capital Securities Units (or underlying securitiesOrdinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Commission Units (or underlying Ordinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Commission Units (or underlying Ordinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement, Registration Rights Agreement (E-Compass Acquisition Corp.), Registration Rights Agreement (E-Compass Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Highland Acquisition Corp), Registration Rights Agreement (Capitol Acquisition Corp. III), Registration Rights Agreement (Capitol Acquisition Corp. III)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Fusion Fuel Green LTD), Registration Rights Agreement (HL Acquisitions Corp.), Registration Rights Agreement (HL Acquisitions Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Loan Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Loan Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Loan Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Alberton Acquisition Corp), Registration Rights Agreement (Alberton Acquisition Corp), Registration Rights Agreement (Alberton Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 3 contracts
Sources: Registration Rights Agreement (Dila Capital Acquisition Corp), Registration Rights Agreement (Dila Capital Acquisition Corp), Registration Rights Agreement (DD3 Acquisition Corp. II)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or any underlying securities), Over-Allotment Warrants (or any underlying securities), Working Capital Warrants (or any underlying securities), Extension Loan Warrants (or any underlying securities) and Working Capital Representative Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Americas Technology Acquisition Corp.), Registration Rights Agreement (Americas Technology Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative SharesCombination, Private Securities (or underlying securitiesi) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Loan Securities (or underlying securities) ), or other Registrable Securities, as the case may be, held by or (ii) the InvestorsRepresentative or its designees or permitted transferees, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Loan Securities (or underlying securities) ), or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities, including one (1) Demand Registration on behalf of the Representative or its designees or permitted transferees at the Company’s expense and one (1) Demand Registration on behalf of the Representative or its designees or permitted transferees at the Representative’s expense.
Appears in 2 contracts
Sources: Registration Rights Agreement (AI Infrastructure Acquisition Corp.), Registration Rights Agreement (AI Infrastructure Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), ) and Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), ) and Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Newbury Street Acquisition Corp), Registration Rights Agreement (Newbury Street Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Novus Capital Corp), Registration Rights Agreement (Novus Capital Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (EdtechX Holdings Acquisition Corp.), Registration Rights Agreement (EdtechX Holdings Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (Warrants or underlying securities) and Working Capital Securities (or underlying securities) Loan Shares or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the Company’s Form S-1 Registration Statement (file no. 333-228533) (the “Effective Date”), the holders of a majority-in-interest of such Founder the Initial Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities)Warrants, Working Capital Securities (or underlying securities) Loan Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Chardan Healthcare Acquisition Corp.), Registration Rights Agreement (Chardan Healthcare Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Placement Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Schultze Special Purpose Acquisition Corp.), Registration Rights Agreement (Schultze Special Purpose Acquisition Corp.)
Request for Registration. At Subject to and in accordance with this Agreement, at any time and from time to time on or after (i) the date that upon which the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesUnit Option becomes exercisable as therein provided, the holders of a majority-in-interest at least 50% of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company UPO Holders or their affiliatesrespective transferees, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand RegistrationDEMAND REGISTRATION”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all other holders of Registrable Securities and the Founders (so long as the Founders or their transferees shall hold Registrable Securities as defined in the Founders Registration Rights Agreement) of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding HolderDEMANDING HOLDER”) shall so notify the Company in writing within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Santa Monica Media CORP), Registration Rights Agreement (Santa Monica Media CORP)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (1) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Vickers Vantage Corp. I), Registration Rights Agreement (Vickers Vantage Corp. I)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of common stock) and Working Capital Securities Over-Alltoment Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities shares of common stock) and Over-Alltoment Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities shares of common stock) and Over-Alltoment Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Pulte Acquisition Corp.), Registration Rights Agreement (Pulte Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Representative Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Representative Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Range Capital Acquisition Corp.), Registration Rights Agreement (Range Capital Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Private Shares, Private Securities Rights (or underlying securities), Working Capital Securities Units (or underlying securities) ), the Representative’s Shares, or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Private Shares, Private Securities Rights (or underlying securities), the Representative’s Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen three (153) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Mars Acquisition Corp.), Registration Rights Agreement (Mars Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founder’s Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founder’s Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founder’s Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Proficient Alpha Acquisition Corp), Registration Rights Agreement (Proficient Alpha Acquisition Corp)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination an "initial business combination" (as defined in the Company's Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Sponsors' Warrants (or underlying securities) shares of Common Stock); and Working Capital Securities (or underlying securities) or (ii) three the earlier of (x) nine months prior to after the Release Date consummation of a business combination or (y) the date the shares are released from escrow, with respect to all other Registrable Securitiesthe Founders' Common Stock, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other any class of Registrable Securities, as the case may be, held by the Investors or the Permitted Transferees of the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shareseach such class of Registrable Securities held by such holders, Representative Shares, Private provided that the estimated market value of Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, of all classes to be so registered thereunder is at least $500,000 in the aggregate. Any such requested registration shall be referred to as the case may be (a “"Demand Registration”)". Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Within five (5) business days following receipt of any request for a Demand Registration, the Company will notify in writing all holders of Registrable Securities of the class or classes to be registered of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “"Demanding Holder”") shall so notify the Company within fifteen (15) days after the receipt in writing, provided that such notice shall be received by the holder Company within ten (10) business days of the Company's having sent the applicable notice from to such holder or holders. All such requests shall specify the class and aggregate amount of Registrable Securities to be registered and the intended method of distribution. The Company may include in such registration additional securities of the class or classes of the Registrable Securities to be registered thereunder, including securities to be sold for the Company's own account or the account of Persons who are not holders of Registrable Securities. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all each class of Registrable Securities. In addition, the Company shall not be required to file a Registration Statement for a Demand Registration at any time during the 12-month period following the effective date of another Registration Statement filed pursuant to this Section 2.1.
Appears in 2 contracts
Sources: Registration Rights Agreement (Prospect Acquisition Corp), Registration Rights Agreement (Prospect Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Ordinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or the Insider Warrants (and underlying Ordinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares), Insider Warrants (and underlying Ordinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares), the Insider Warrants (and underlying Ordinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (DT Asia Investments LTD), Registration Rights Agreement (DT Asia Investments LTD)
Request for Registration. At any time and from time to time on or after the Closing Date of the Business Combination, either (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliates, or the transferees of the Investors Investors, (ii) the Sponsor or its affiliates or transferees and/or (iii) Roivant Sciences Ltd. or its affiliates or transferees, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. For the avoidance of doubt, each of (a) the holders of a majority-in-interest of the Registrable Securities held by the Investors, (b) the Sponsor and (c) Roivant Sciences Ltd. are permitted to exercise a Demand Registration pursuant to this Section 2.1.1 with respect to their respective Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Immunovant, Inc.), Share Exchange Agreement (Health Sciences Acquisitions Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities(i) the Insider Warrants (or Common Stock underlying the Insider Warrants) and (ii) the Insider Shares, the holders of a majority-in-interest of such Founder the (a) Insider Warrants (or Common Stock underlying the Insider Warrants) and (b) Insider Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may each make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private such Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of such Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will then notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company of the number and type of Registrable Securities for which registration is requested within fifteen (15) calendar days after of the receipt by the holder of the such notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration with respect to the Insider Warrants (or Common Stock underlying the Insider Warrants) and one (1) Demand Registration with respect to the Insider Shares under this Section 2.1.1 in respect of all Registrable Securities2.1.1.
Appears in 2 contracts
Sources: Registration Rights Agreement (Nautilus Marine Acquisition Corp), Registration Rights Agreement (Nautilus Marine Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares) and or Working Capital Securities Units (or underlying securitiesOrdinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesInitial Shares, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securitiesthe Initial Shares, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securitiesthe Initial Shares, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including demanding to include shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Bison Capital Acquisition Corp.), Registration Rights Agreement (Bison Capital Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Founder Shares, Private Securities (or underlying securities) Placement Warrants and Working Capital Loan Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Placement Warrants and Working Capital Loan Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Shares and Private Placement Warrants or Working Capital Loan Securities (or underlying securities), Working Capital Securities (or underlying securities) securities or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Flag Ship Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) Warrants or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the Company’s Form S-1 Registration Statement (File No. 333-[●]) (the “Effective Date”), (a) with respect to clause (i) the holders of a majority of the Private Warrants and (b) with respect to clause (ii) the holders of a majority-in-interest of such Founder the Initial Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Warrants or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Modiv Acquisition Corp.), Registration Rights Agreement (Modiv Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Andina Acquisition Corp. III), Registration Rights Agreement (Andina Acquisition Corp. III)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Insider Securities (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (East India CO Acquisition Corp.), Registration Rights Agreement (East India CO Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Oxus Acquisition Corp.), Registration Rights Agreement (Oxus Acquisition Corp.)
Request for Registration. At any time and from time to time on or after the date that is (i) in the date that case of the Insider Securities or the EBC Securities, after the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) in the case of the Initial Shares, three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-interest of such Founder the Insider Securities, EBC Securities or the Initial Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part of their Founder Insider Securities, EBC Securities the Initial Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”); provided that in no event may EBC make a Demand Registration after the fifth anniversary of this Agreement. Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of such Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationRegistration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Universal Business Payment Solutions Acquisition Corp), Registration Rights Agreement (Universal Business Payment Solutions Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Sponsor’s Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Sponsor’s Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Sponsor’s Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Capitol Acquisition Corp. II), Registration Rights Agreement (Capitol Acquisition Corp. II)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Insider Securities (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”"DEMAND REGISTRATION"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.13.1.
1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Highpoint Acquisition Corp.), Registration Rights Agreement (Harbor Business Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majoritynot less than twenty-infive percent (25%) of the then-interest of such Founder Shares, Representative Shares, Private outstanding Registrable Securities (or underlying securities)calculated, Working Capital Securities (or underlying securities) or other Registrable Securitieswith respect to Warrants, as on the case may be, held by the Investors, officers or directors basis of the Company or their affiliates, or the transferees shares of the Investors Common Stock underlying such Warrants) may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other such Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof, including whether the offering of such Registrable Securities pursuant to such Demand Registration shall be in the form of an underwritten offering. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of four (4) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities, except that the Company shall be obligated to effect at least two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities following the Founder Shares Lock-up Expiration Date.
Appears in 2 contracts
Sources: Registration Rights Agreement (Northern Genesis Acquisition Corp. II), Registration Rights Agreement (Northern Genesis Acquisition Corp. II)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Draper Oakwood Technology Acquisition Inc.), Registration Rights Agreement (Draper Oakwood Technology Acquisition Inc.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination Combination, with respect to the Representative Shares, Private Securities (or underlying securities) Sponsor’s Shares and Working Capital Securities (or underlying securities) Shares or (ii) three months prior to the initial Release Date Date, with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Sponsor’s Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Sponsor’s Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (MedWorth Acquisition Corp.), Registration Rights Agreement (MedWorth Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares) and or Working Capital Securities Units (or underlying securitiesOrdinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Pacific Special Acquisition Corp.), Registration Rights Agreement (Pacific Special Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or any underlying securities), Over-Allotment Units (or any underlying securities), Working Capital Units (or any underlying securities) and Working Capital Representative Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Twelve Seas Investment Co), Registration Rights Agreement (Twelve Seas Investment Co)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Private Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), Representative’s Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Private Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), Representative’s Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen three (153) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Verity Acquisition Corp), Registration Rights Agreement (Verity Acquisition Corp)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination (as defined in the Company’s Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Placement Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Gabelli Entertainment & Telecommunications Acquisition Corp.), Registration Rights Agreement (Greenwich PMV Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a ““ Demand RegistrationRegistration ”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a ““ Demanding HolderHolder ”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Big Rock Partners Acquisition Corp.), Registration Rights Agreement (Big Rock Partners Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Founder Shares, Private Securities (or underlying securities) Warrants and Working Capital Loan Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Warrants and Working Capital Loan Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Shares and Private Warrants or Working Capital Loan Securities (or underlying securities), Working Capital Securities (or underlying securities) securities or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (GreenVision Acquisition Corp.), Registration Rights Agreement (GreenVision Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) ), and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date expiration of the lockup period (as described in the Registration Statement) with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Progress Acquisition Corp.), Registration Rights Agreement (Progress Acquisition Corp.)
Request for Registration. At The Company, upon written demand (a "DEMAND NOTICE") given at any time and from time to time on or after (i) the date that Initial Exercise Date, of the Company consummates a Business Combination with respect to holders of 75% of the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration agrees to register under the Securities Act of (a "DEMAND REGISTRATION") all or part any portion of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be (a “. The Demand Registration”). Any demand for a Demand Registration Notice shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of its receipt of the demandDemand Notice, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including that decides to include shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to the provisions hereof. The Company shall not be required to comply with a Demand Notice if the Company has filed a registration statement with respect to which the Holder is entitled to piggyback registration rights pursuant to Section 2.1.4 5.2 hereof and either: (i) the provisos set forth Holder has elected to participate in Section 3.1.1the offering covered by such registration statement or (ii) if such registration statement relates to an underwritten primary offering of the securities of the Company, until the offering covered by such registration statement has been withdrawn or until thirty (30) days after such offering is consummated. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration under this Section 2.1.1 5.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Incentive Warrant (Alpha Security Group CORP), Incentive Warrant (Alpha Security Group CORP)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Placement Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Units (or underlying securities), Representative Shares, Working Capital Securities Units (or underlying securitiesshares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Private Placement Units (or underlying shares), Representative Shares, Private Securities (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Tavia Acquisition Corp.), Registration Rights Agreement (Tavia Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Private Shares, Private Securities Rights (or underlying securities), Private Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Private Shares, Private Securities Warrants (or underlying securities), Private Rights (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen three (153) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Lakeshore Acquisition II Corp.), Registration Rights Agreement (Lakeshore Acquisition II Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securitiesof this Agreement, the holders Holders of a majoritytwenty-in-interest of such Founder Shares, Representative Shares, Private Securities five percent (or underlying securities), Working Capital Securities (or underlying securities25%) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Registrable Securities may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”); provided, however, that the Sponsor shall have one Demand Registration, exercisable in its sole discretion, to register all or part of its Registrable Securities. Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company Purchaser will within twenty (20) days of the Purchaser’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Purchaser within fifteen ten (1510) days after the receipt by the holder of the notice from the CompanyPurchaser. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 2.2.4 and the provisos set forth in Section 3.1.1. The Company Purchaser shall not be obligated to effect no more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 2.2.1 in respect of all Registrable Securities, including any Demand Registration from the Sponsor.
Appears in 2 contracts
Sources: Business Combination Agreement (Oxus Acquisition Corp.), Registration Rights Agreement (Oxus Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of at least a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Fortune Joy International Acquisition Corp), Registration Rights Agreement (Fortune Joy International Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, (i) the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, or (ii) Cantor ▇▇▇▇▇▇▇▇▇▇ & Co. or its designees (“Cantor”), may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities including the one (1) Demand Registration on behalf of Cantor.
Appears in 2 contracts
Sources: Registration Rights Agreement (Allegro Merger Corp.), Registration Rights Agreement (Harmony Merger Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the InvestorsInvestor, officers or directors of the Company or their affiliates, or the transferees of the Investors Investor, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 2 contracts
Sources: Registration Rights Agreement (Forum Merger Corp), Registration Rights Agreement (Forum Merger Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect each of Release Date I as it relates to the Representative Shares, Private Securities (or underlying securities) 625,000 shares of Common Stock and Working Capital Securities (or underlying securities) or (ii) three months prior Release Date II as it relates to the Release Date with respect to all other Registrable Warrant Securities, as applicable, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (the 625,000 shares of Common Stock or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Warrant Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares and type of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations with respect to the 625,000 shares of Common Stock and two (2) Demand Registrations with respect to the Warrant Securities under this Section 2.1.1 in respect of all Registrable Securities. In no event shall a registration statement that has been filed with respect to the Warrant Securities be declared effective until the Company has completed its initial business combination.
Appears in 2 contracts
Sources: Registration Rights Agreement (Pinpoint Advance CORP), Registration Rights Agreement (Pinpoint Advance CORP)
Request for Registration. At any time and from time to time on or after a date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceeding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be Securities (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Columbus Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesAnnouncement Date, the holders of a majorityMajority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliatestransferees, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder the Private Placement Warrants, Private Placement Warrant Shares, Representative Co-Investment Shares, Private Co-Investment Warrants and Co-Investment Warrant Shares (the “First Demand Registration”); provided, however, such Demand Registration shall not be declared effective by the Commission until after the First Release Date. At any time and from time to time on or after the Second Release Date, the holders of a Majority-in-interest held by the Investors or their transferees, may make a written demand for registration under the Securities Act of all or part of the Registrable Securities (or underlying securities)the “Second Demand Registration” and together with the First Demand Registration, Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities Securities, as applicable, proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demandDemand Registration, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of (i) one (1) Demand Registration prior to the First Release Date and (ii) not more than two (2) Demand Registrations prior to the Second Release Date under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Stone Tan China Acquisition Corp.)
Request for Registration. At any time and from time to time beginning on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majorityMajority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares and type of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Within 5 business days following receipt of any request for a Demand Registration, the Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationDemand Registration, a “Demanding Holder”) shall so notify the Company Company, specifying the aggregate amount of such Demanding Holder’s Registrable Securities to be included in the Demand Registration, within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. The Company may include in such Demand Registration additional securities of the class of the Registrable Securities to be registered thereunder, including securities to be sold for the Company’s own account or the account of persons who are not holders of Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (National Security Solutions Inc.)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination (as defined in the Company’s Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Victory Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. Notwithstanding anything to the contrary herein, FINRA Members (as defined in Section 2.3 herein) may only make a Demand Registration (i) on one occasion and (ii) during the five (5) year period beginning on the Effective Date.
Appears in 1 contract
Sources: Registration Rights Agreement (Andina Acquisition Corp. II)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that 90 days after the Company consummates a an Initial Business Combination (as defined in the Company’s Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesOrdinary Shares) or (ii) three months 90 days prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities), Working Capital Securities (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities), Working Capital Securities (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (North Asia Investment CORP)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) ), Forward Purchase Shares and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Forward Purchase Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Forward Purchase Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (DD3 Acquisition Corp. II)
Request for Registration. At Subject to and in accordance with this Agreement, at any time and from time to time on or after (i) the date that upon which the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesUnit Purchase Option becomes exercisable as therein provided, the holders of a majority-in-interest at least 50% of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the InvestorsDBSI or its transferees, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”"DEMAND REGISTRATION"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all other holders of Registrable Securities and the Founders (so long as the Founders or their transferees shall hold Registrable Securities as defined in the Founders Registration Rights Agreement) of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company in writing within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Cold Spring Capital Inc.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Sponsors’ Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Request for Registration. At any time and from time to time on or after (i) the date that expiration of a lock-up to which such shares are subject, if any, the Company consummates a Business Combination with respect to Investors who hold US$50,000,000 of the Representative Shares, Private Registrable Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to held by all the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable SecuritiesCompany Investors, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part any portion of their Founder Shares, Representative Shares, Private Registrable Securities on Form F-1 (or underlying securitiesForm F-3 if it is available to be used by PubCo at such time, or another appropriate form permitting Registration of the Registrable Securities for resale by such Holder), Working Capital Securities (or underlying securities) or other Registrable Securities, . The registration requested pursuant to this Section 1.2.1 is referred to herein as the case may be (a “Demand Registration”). Any demand Demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company PubCo will notify all holders of Registrable Securities Holders of the demand, and each holder of Registrable Securities such Holder who wishes to include all or a portion of such holderHolder’s Registrable Securities in the Demand Registration (each such holder Holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company PubCo within fifteen (15) days after the receipt by the holder Holder of the notice from the CompanyPubCo. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 1.2.4 and the provisos set forth in Section 3.1.12.1.1. The Company PubCo shall not be obligated to effect effect: (a) more than one (1) Demand Registration during any six-month period; (b) any Demand Registration at any time there is an aggregate of effective Resale Registration Statement on file with the Commission pursuant to Section 1.1; or (c) more than two (2) Underwritten Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities held by the Company Investors, which, for the avoidance of doubt, shall include any Underwritten Demand Registration made in pursuant to the Investor Rights Agreement.
Appears in 1 contract
Request for Registration. At any time and from time to time on or after the date that is (i) in the date that case of the Private Warrants (or underlying Ordinary Shares), after the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) in the case of the Initial Shares, three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majorityat least one-in-interest half of any of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities (or underlying securities) Initial Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities (or underlying securities) Initial Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand within ten days from the date of the receipt of such written demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Lone Oak Acquisition Corp)
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination an “initial business combination” (as defined in the Company’s Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Sponsors’ Warrants (or underlying securities) and Working Capital Securities (or underlying securities) or shares of Common Stock); (ii) three the earlier of (x) nine months prior after the consummation of a business combination or (y) the date the shares are released from escrow, with respect to the Release Date Founders’ Common Stock and (iii) nine months after the consummation of an initial business combination with respect to all other Registrable SecuritiesSecurities otherwise acquired, including pursuant to the 10b5-1 Agreements, (to the extent not previously registered by the Company pursuant to the preceding subclause (i) or (ii)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other any class of Registrable Securities, as the case may be, held by the Investors or the Permitted Transferees of the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shareseach such class of Registrable Securities held by such holders, Representative Shares, Private provided that the estimated market value of Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, of all classes to be so registered thereunder is at least $500,000 in the aggregate. Any such requested registration shall be referred to as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Within five (5) business days following receipt of any request for a Demand Registration, the Company will notify in writing all holders of Registrable Securities of the class or classes to be registered of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt in writing, provided that such notice shall be received by the holder Company within ten (10) business days of the Company’s having sent the applicable notice from to such holder or holders. All such requests shall specify the class and aggregate amount of Registrable Securities to be registered and the intended method of distribution. The Company may include in such registration additional securities of the class or classes of the Registrable Securities to be registered thereunder, including securities to be sold for the Company’s own account or the account of Persons who are not holders of Registrable Securities. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all each class of Registrable Securities. In addition, the Company shall not be required to file a Registration Statement for a Demand Registration at any time during the 12-month period following the effective date of another Registration Statement filed pursuant to this Section 2.1.
Appears in 1 contract
Sources: Registration Rights Agreement (Alternative Asset Management Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative SharesCombination, Private Securities (or underlying securitiesi) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, the Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, or (ii) Cantor ▇▇▇▇▇▇▇▇▇▇ & Co. (“Cantor”), Chardan Capital Markets, LLC (“Chardan”) or their designees, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities including the one (1) Demand Registration on behalf of Cantor and Chardan.
Appears in 1 contract
Sources: Registration Rights Agreement (Allegro Merger Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securitiestime, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securitiesdetermined on a fully diluted basis) (the “Majority-in-Interest”), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (on Form S-1 or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case any similar long-form registration which may be available to the Company at such time (a “Demand Registration”); provided, that the Company shall not be obligated to effect any such registration pursuant to this Section 2.1.1 if the holders of the Registrable Securities, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) at any aggregate price to the public of less than $250,000. Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will shall promptly notify all other holders of Registrable Securities of the such demand, and each such holder of Registrable Securities who that wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities in any rolling 12-month period.
Appears in 1 contract
Sources: Registration Rights Agreement (Slipstream Funding, LLC)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities shares of Common Stock, including the shares of Common Stock issued or issuable upon the exercise of any Warrants), Over-Allotment Units (or underlying securities) shares of Common Stock, including the shares of Common Stock issued or issuable upon the exercise of any Warrants), the Units included in the Unit Purchase Option (and underlying shares of Common Stock, including the shares of Common Stock issued or issuable upon the exercise of any Warrants), if any, and Loan Securities or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the Company’s Form S-1 Registration Statement (File No. 333-257916) (the “Effective Date”), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”” ). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”” ) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. Notwithstanding the foregoing, the Representative and its related persons may not have more than one Demand Registration at the Company’s expense.
Appears in 1 contract
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “"Demand Registration”"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “"Demanding Holder”") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Cherry Tree Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesCommon Shares), Working Capital Securities Units (or underlying securitiesCommon Shares) or other Registrable Securities, as the case may be, held by the InvestorsSponsor, officers or directors of the Company or their affiliates, or the transferees of the Investors Sponsor, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesCommon Shares), Working Capital Securities Units (or underlying securitiesCommon Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify notify, in writing, all holders of Registrable Securities of the demand within ten (10) days of the Company’s receipt of such demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s his, her or its Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, including the holder(s) making the initial demand, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, the company shall effect such request, as soon as practicable, but not more than 45 days, subject to Section Sections 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (UTXO Acquisition Inc.)
Request for Registration. At any time and Subject to Section 3.5, from time to time on or after (i) the date that expiration of the Company consummates a Business Combination with respect to the Representative SharesLock-Up Period, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part any portion of their Founder SharesRegistrable Securities on Form S-1 or any similar long-form Registration or, Representative Sharesif then available, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, on Form S-3. Each registration requested pursuant to this Section 2.2.1 is referred to herein as the case may be (a “Demand Registration”). .” Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Only to the extent applicable, the Company will notify all holders of Registrable Securities of the demand, and each such holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) calendar days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 2.2.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect effect: (a) more than an aggregate of two one (21) Demand Registrations under this Registration during any six-month period; or (b) any Demand Registration at any time if there is an effective Resale Shelf Registration Statement for the Registrable Securities on file with the Commission pursuant to Section 2.1.1 in respect of all Registrable Securities2.1.
Appears in 1 contract
Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”"DEMAND REGISTRATION"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.13.1.
1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (China Opportunity Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (Warrants or underlying securities) and Working Capital Securities (or underlying securities) Loan Shares or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the Company’s Form S-1 Registration Statement (File No. 333-236977) (the “Effective Date”), the holders of a majority-in-interest of such Founder the Initial Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities)Warrants, Working Capital Securities (or underlying securities) Loan Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Chardan Healthcare Acquisition 2 Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), shares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), . Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Jensyn Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock and Warrants) and Working Capital Securities Units (or underlying securitiesshares of Common Stock and Warrants) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock and Warrants), Working Capital Securities Units (or underlying securitiesshares of Common Stock and Warrants) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock and Warrants), Working Capital Securities Units (or underlying securitiesshares of Common Stock and Warrants) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities; provided, however, that EarlyBirdCapital, Inc. will not have more than one (1) Demand Registration pursuant to this section at the Company’s expense; and provided, further, however, that EarlyBirdCapital, Inc. may not exercise the foregoing Demand Registration right more than five (5) years from the Effective Date.
Appears in 1 contract
Sources: Registration Rights Agreement (Cambridge Capital Acquisition Corp)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) Warrants or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the Company’s Form S-1 Registration Statement (File No. 333-249458) (the “Effective Date”), (a) with respect to clause (i) the holders of a majority of the Private Warrants and (b) with respect to clause (ii) the holders of a majority-in-interest of such Founder the Initial Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Warrants or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration and Stockholder Rights Agreement (Natural Order Acquisition Corp.)
Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesSecurities) and Working Capital Securities Units (or underlying securitiesSecurities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesSecurities), Working Capital Securities Units (or underlying securitiesSecurities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesSecurities), Working Capital Securities Units (or underlying securitiesSecurities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.
Appears in 1 contract
Sources: Registration Rights Agreement (Harmony Merger Corp.)