Common use of Termination and Effect of Termination Clause in Contracts

Termination and Effect of Termination. This Agreement shall terminate with respect to each Holder when such Holder no longer holds any Registrable Securities and will terminate in full upon the earlier of (i) 8 years following the date hereof and (ii) the date on which the aggregate Registrable Securities held by all Holders constitute less than 1% of the Company’s Equity Securities and may be sold without volume or manner of sale restriction (the “Expiration Date”), except for the provisions of Section 8, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 8 shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

Appears in 3 contracts

Samples: Registration Rights Agreement (Grupo Aeromexico, S.A.B. De C.V.), Registration Rights Agreement (Grupo Aeromexico, S.A.B. De C.V.), Registration Rights Agreement (Grupo Aeromexico, S.A.B. De C.V.)

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Termination and Effect of Termination. This Agreement shall terminate with respect to each Holder when such Holder no longer holds any Registrable Securities or Warrants the Common Stock issuable upon exercise of which Warrants would be Registrable Securities and will terminate in full upon the earlier of (i) 8 years following the date hereof and (ii) the date on which the aggregate when no Holder holds any Registrable Securities held by all Holders constitute less than 1% or Warrants the Common Stock issuable upon exercise of the Company’s Equity Securities and may which Warrants would be sold without volume or manner of sale restriction (the “Expiration Date”)Registrable Securities, except for the provisions of Section 82.06 and Section 2.07, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses or Selling Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 8 2.08 shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

Appears in 2 contracts

Samples: Registration Rights Agreement (Carrizo Oil & Gas Inc), Preferred Stock Purchase Agreement (Carrizo Oil & Gas Inc)

Termination and Effect of Termination. This Agreement shall terminate with respect to each Holder when such Holder no longer holds any Registrable Securities and will terminate in full upon the upon the earlier of (i) 8 years following the date hereof on which no Holder holds any Registrable Securities and (ii) the date on which the aggregate Registrable Securities held by all Holders constitute less than 1% Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Company’s Equity Securities Exchange Act and may be sold without volume is no longer otherwise required to report on an annual or manner of sale restriction (quarterly basis on forms provided for such annual or quarterly reporting pursuant to the “Expiration Date”)rules and regulations promulgated by the SEC, except for the provisions of Section 8Sections 3.5 and 3.6, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 8 3.5 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bain Capital Life Sciences Fund, L.P.), Registration Rights Agreement (Bain Capital Life Sciences Fund, L.P.)

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Termination and Effect of Termination. This Agreement shall terminate with respect terminate, except for the provisions of Sections 3.9 and 3.10 that shall survive any such termination, upon the date that is the earlier to each occur of (i) the date on which no Holder when such Holder no longer holds any Registrable Securities and will terminate in full upon the earlier of (i) 8 years following the date hereof and or (ii) the date on which the aggregate Registrable Securities held by all Holders constitute less than 1% Company is no longer subject to the reporting requirements of Section 13 or 15(d) of the Company’s Equity Securities Exchange Act and may be sold without volume is no longer otherwise required to report on an annual or manner of sale restriction (quarterly basis on forms provided for such annual or quarterly reporting pursuant to the “Expiration Date”), except for rules and regulations promulgated by the provisions of Section 8, which shall survive any such terminationSEC. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 8 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.

Appears in 2 contracts

Samples: Registration Rights Agreement (Surgical Care Affiliates, Inc.), Registration Rights Agreement (ASC Acquisition LLC)

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