Common use of Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights Clause in Contracts

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 68 contracts

Samples: Registration Rights Agreement (Planet Labs PBC), Registration Rights Agreement (GCM Grosvenor Inc.), Registration Rights Agreement (Supernova Partners Acquisition Co II, Ltd.)

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Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 42 contracts

Samples: Registration Rights Agreement (Alpha Capital Acquisition Co), Registration Rights Agreement (Waldencast Acquisition Corp.), Registration and Stockholder Rights Agreement (Tango Therapeutics, Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until he, she or it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until he, she or it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 20 contracts

Samples: Registration Rights Agreement (Strathspey Crown Holdings Group, LLC), Registration Rights Agreement (AEON Biopharma, Inc.), Registration Rights Agreement (PLAYSTUDIOS, Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.5.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 10 contracts

Samples: Registration Rights Agreement (Xos, Inc.), Registration Rights Agreement (Otonomo Technologies Ltd.), Registration Rights Agreement (Genesis Growth Tech Acquisition Corp.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains or includes a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until he, she or it has received copies of a supplemented or amended Registration Statement or Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until he, she or it is advised in writing by the Company that the use of the Registration Statement or Prospectus may be resumed.

Appears in 7 contracts

Samples: Registration Rights Agreement (Switchback II Corp), Registration Rights Agreement (CHW Acquisition Corp), Registration Rights Agreement (North Atlantic Acquisition Corp)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.5.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (EJF Acquisition Corp.), Registration Rights Agreement (LIV Capital Acquisition Corp. II), Registration Rights Agreement (Pagaya Technologies Ltd.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 (a) Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Magnum Opus Acquisition LTD), Registration Rights Agreement (Provident Acquisition Corp.), Registration Rights Agreement (Magnum Opus Acquisition LTD)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumedresumed (any such period, a “Suspension Period”).

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Latch, Inc.), Registration Rights Agreement (Omnichannel Acquisition Corp.), Registration Rights Agreement (Latch, Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 4.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, as applicable, each of the Holders Holder shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the such Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 3 contracts

Samples: Registration Rights Agreement (GSR II Meteora Acquisition Corp.), Registration Rights Agreement (Bitcoin Depot Inc.), Registration Rights Agreement (GSR II Meteora Acquisition Corp.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Stockholders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), ) or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 3 contracts

Samples: Registration Rights Agreement (Stammtisch Investments LLC), Registration Rights Agreement (Ikonics Corp), Registration Rights Agreement (Khan Nazar M.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until he, she or it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until he, she or it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 3 contracts

Samples: Subscription Agreement (Amplitude Healthcare Acquisition Corp), Registration Rights Agreement (Amplitude Healthcare Acquisition Corp), Registration Rights Agreement (Amplitude Healthcare Acquisition Corp)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 (a) Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumedresumed (any such period, a “Suspension Period”).

Appears in 3 contracts

Samples: Registration Rights Agreement (Fifth Wall Acquisition Sponsor, LLC), Merger Agreement (Fifth Wall Acquisition Corp. I), Registration Rights Agreement (SmartRent, Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.3.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Holder shall forthwith discontinue disposition of Registrable Securities Shares pursuant to such Registration Statement and Prospectus until it such Holder (a) has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants agrees to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), ) or until it (b) is advised in writing by the Company that the use of the Registration Statement and Prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (GameSquare Holdings, Inc.), Registration Rights and Lockup Agreement (Vivid Seats Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.5.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such noticenotice and that the Company shall be responsible for Registration Expenses in connection with correcting the Misstatement), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (Wheels Up Experience Inc.), Registration Rights Agreement (Wheels Up Experience Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (Niocorp Developments LTD), Registration Rights Agreement (Niocorp Developments LTD)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time the Company becomes aware of such noticethe Misstatement), or until it is advised in writing by the Company that the use of the Prospectus may be resumedresumed (any such period, a “Suspension Period”).

Appears in 2 contracts

Samples: Registration Rights Agreement (Rubicon Technologies, Inc.), Agreement and Plan of Merger (Founder SPAC)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until he, she or it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that (i) the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such noticenotice and (ii) the Company shall only be responsible for Registration Expenses in connection with correcting Misstatements in information provided by the Company), or until he, she or it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (North Mountain Merger Corp.), Agreement and Plan of Merger (North Mountain Merger Corp.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Holder shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vivid Seats Inc.), Limited Liability Company Agreement (Horizon Acquisition Corp)

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Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 1.1.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumedresumed (which the Company undertakes to provide as promptly as practicable once such Misstatement is corrected or otherwise no longer exists).

Appears in 2 contracts

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

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities pursuant to such Registration Statement covering such Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (ENDI Corp.), Registration Rights Agreement (Enterprise Diversified, Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.2.1 Upon receipt of written notice from the Company Purchaser that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company Purchaser hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until it is advised in writing by the Company Purchaser that the use of the Prospectus may be resumed.

Appears in 2 contracts

Samples: Business Combination Agreement (Oxus Acquisition Corp.), Registration Rights Agreement (Oxus Acquisition Corp.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 1.5.1. Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Holder shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus Registration Statement may be resumed.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Global-E Online Ltd.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumedresumed (which the Company undertakes to provide as promptly as practicable once such Misstatement is corrected or otherwise no longer exists).

Appears in 1 contract

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

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Holder shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as reasonably practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Horizon Acquisition Corp II)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Investors shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being Table of Contents understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 1 contract

Samples: Business Combination Agreement (Altimar Acquisition Corp. II)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders Investors shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Fathom Digital Manufacturing)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.3.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, as applicable, each of the Holders Holder shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the such Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Bitcoin Depot Inc.)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 3.3.1 Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Markforged Holding Corp)

Suspension of Sales; Adverse Disclosure; Restrictions on Registration Rights. 3.4.1 (a) Upon receipt of written notice from the Company that a Registration Statement or Prospectus contains a Misstatement, each of the Holders shall forthwith discontinue disposition of Registrable Securities until it such Holder has received copies of a supplemented or amended Prospectus correcting the Misstatement (it being understood that the Company hereby covenants to prepare and file such supplement or amendment as soon as practicable after the time of such notice), or until it such Holder is advised in writing by the Company that the use of the Prospectus may be resumed.

Appears in 1 contract

Samples: Business Combination Agreement (Athena Consumer Acquisition Corp.)

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