Common use of Waiver of Statutory Information Rights Clause in Contracts

Waiver of Statutory Information Rights. The Grantee understands and agrees that, but for the waiver made herein, the Grantee would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act, the Grantee hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee under any other written agreement between the Grantee and the Company.

Appears in 19 contracts

Samples: Restricted Stock Unit Award Agreement, Restricted Stock Unit Award Agreement, Restricted Stock Unit Award Agreement

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Waiver of Statutory Information Rights. The Grantee Purchaser acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Purchaser would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Purchaser as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities ActAct of 1933, the Grantee as amended, Purchaser hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of Purchaser in Purchaser’s capacity as a stockholder and shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee Purchaser under any other written agreement between the Grantee and with the Company.

Appears in 12 contracts

Samples: Restricted Stock Purchase Agreement, Restricted Stock Purchase Agreement, Restricted Stock Purchase Agreement

Waiver of Statutory Information Rights. The Grantee Purchaser acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Purchaser would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Purchaser as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities ActAct of 1933, the Grantee as amended, Purchaser hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of Purchaser in Purchaser’s capacity as a stockholder and shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee Purchaser under any other written agreement between the Grantee and with the Company.

Appears in 3 contracts

Samples: Restricted Stock Purchase Agreement (Called Higher Studios, Inc.), Restricted Stock Purchase Agreement, Restricted Stock Purchase Agreement (Called Higher Studios, Inc.)

Waiver of Statutory Information Rights. The Grantee Holder acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Holder would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Holder as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities ActAct of 1933, the Grantee as amended, Holder hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of Holder in Holder’s capacity as a stockholder and shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee Holder under any other written agreement between the Grantee and with the Company. Notwithstanding the foregoing, this Section 4 shall not apply to the X. Xxxx Price Investors or Wellington.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (PagerDuty, Inc.), Investors’ Rights Agreement (PagerDuty, Inc.)

Waiver of Statutory Information Rights. The Grantee understands Prior to the conversion in full of this Note, the Holder, on behalf of the Holder and all beneficial owners of the Securities now or hereafter owned by the Holder (a “Beneficial Owner”), acknowledges and agrees thatthat that neither the Holder nor any of the Beneficial Owners will have any right to receive any information from the Company by virtue of ownership of any of the Securities. Without limiting the foregoing, but for prior to the waiver made hereinconversion in full of this Note, to the fullest extent permitted by law, the Grantee would be entitled, upon written demand Holder hereby unconditionally and irrevocably waives all rights under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other similar information and/or inspection rights of the Grantee as that may be provided for in Section 220under the law of any jurisdiction, or any federal, state or foreign regulation, that are, or may become, applicable to the Company or the Company’s capital stock (the “Inspection Rights”). In light ) on behalf of the foregoingHolder and all Beneficial Owners. The Holder, until the first sale of Stock on behalf of the Company to the general public pursuant to a registration statement filed with Holder and declared effective by the Securities and Exchange Commission under the Securities Actall Beneficial Owners, the Grantee hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to that neither the Holder nor any Beneficial Owner shall directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing Holder hereby further warrants and represents that the Holder has reviewed this waiver shall not affect any with its legal counsel, and that the Holder knowingly and voluntarily waives its rights otherwise provided by Section 220 of the Delaware General Corporation Law (or under similar rights under other applicable law). Notwithstanding the foregoing, Beneficial Owners that were issued Equity Securities other than by way of a director, conversion in his or her capacity as such, under connection with an Offering will not be subject to this Section 2205(e). The foregoing waiver terms of this Section 5(e) shall not apply to survive any contractual inspection rights repayment of the Grantee under any other written agreement between the Grantee and the Companythis Note.

Appears in 2 contracts

Samples: Secured Convertible Note Purchase Agreement (Core Scientific, Inc./Tx), Convertible Note Purchase Agreement (Power & Digital Infrastructure Acquisition Corp.)

Waiver of Statutory Information Rights. The Grantee Each Investor that is not a Major Investor (each, a “Non-Major Investor”) acknowledges and understands and agrees that, but for the waiver made herein, the Grantee such Non-Major Investor would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee such Non-Major Investor as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities ActAct of 1933, the Grantee as amended, each Non-Major Investor hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of such Non-Major Investor in Non-Major Investor’s capacity as a stockholder and shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee such Non-Major Investor under any other written agreement between the Grantee and with the Company.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Casper Sleep Inc.), Investors’ Rights Agreement (Casper Sleep Inc.)

Waiver of Statutory Information Rights. The Grantee Purchaser acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Purchaser would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Purchaser as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act, the Grantee Purchaser hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of Purchaser in Purchaser’s capacity as a stockholder and shall not affect any rights of a director, if applicable, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee Purchaser under any other written agreement between the Grantee and with the Company.

Appears in 1 contract

Samples: Option Exercise Agreement (Neonc Technologies Holdings, Inc.)

Waiver of Statutory Information Rights. The Grantee Holder acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Holder would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Holder as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission SEC under the Securities Act, the Grantee Holder hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of Holder in Holder’s capacity as a stockholder and shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee Holder under any other written agreement between the Grantee and with the Company.

Appears in 1 contract

Samples: Rights Agreement (Confluent, Inc.)

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Waiver of Statutory Information Rights. The Grantee Participant acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Participant would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Participant as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities ActAct of 1933, the Grantee as amended, Participant hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver applies to the Inspection Rights of Participant in Participant’s capacity as a stockholder and shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee Participant under any other written agreement between the Grantee and with the Company.

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (Life360, Inc.)

Waiver of Statutory Information Rights. The Grantee Participant acknowledges and understands and agrees that, but for the waiver made herein, the Grantee upon delivery of any Shares issued to Participant pursuant to this Award Agreement, Participant would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Participant as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Stock earlier of the Company to Company’s initial public offering or the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities ActLiquidity Event Date, the Grantee Participant hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver shall applies to the Inspection Rights of Participant in Participant’s capacity as a stockholder and will not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall will not apply to any contractual inspection rights of the Grantee Participant under any other written agreement between the Grantee and with the Company.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (BlackSky Technology Inc.)

Waiver of Statutory Information Rights. The Grantee Subscriber acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Subscriber would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the CompanyAlcoa’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the CompanyAlcoa, if any, under the circumstances and in the manner provided in Section 220 78.257 of the General Corporation Law of Delaware Nevada Revised Statutes (any and all such rights, and any and all such other rights of the Grantee Subscriber as may be provided for in Section 22078.257, the “Inspection Rights”). In light of the foregoing, until the first sale of Stock securities of the Company Alcoa to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act, the Grantee Subscriber hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 78.257 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee under any other written agreement between the Grantee and the Company78.257.

Appears in 1 contract

Samples: Subscription Agreement (Alcoa GreenTech Inc.)

Waiver of Statutory Information Rights. The Grantee Participant acknowledges and understands and agrees that, but for the waiver made herein, the Grantee Participant would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the Delaware General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee Participant as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Common Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the Securities and Exchange Commission under the Securities Act, the Grantee Participant hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply applies to any contractual inspection rights of the Grantee under any other written agreement between the Grantee and the Company.Inspection

Appears in 1 contract

Samples: Stock Option Agreement (Caribou Biosciences, Inc.)

Waiver of Statutory Information Rights. The Grantee understands and agrees that, but for the waiver made herein, the Grantee would be entitled, upon written demand under oath stating the purpose thereof, to inspect for any proper purpose, and to make copies and extracts from, the Company’s stock ledger, a list of its stockholders, and its other books and records, and the books and records of subsidiaries of the Company, if any, under the circumstances and in the manner provided in Section 220 of the General Corporation Law of Delaware (any and all such rights, and any and all such other rights of the Grantee as may be provided for in Section 220, the “Inspection Rights”). In light of the foregoing, until the first sale of Stock of the Company to the general public pursuant to a registration statement filed with and declared effective by the U.S. Securities and Exchange Commission under the Securities Act, the Grantee hereby unconditionally and irrevocably waives the Inspection Rights, whether such Inspection Rights would be exercised or pursued directly or indirectly pursuant to Section 220 or otherwise, and covenants and agrees never to directly or indirectly commence, voluntarily aid in any way, prosecute, assign, transfer, or cause to be commenced any claim, action, cause of action, or other proceeding to pursue or exercise the Inspection Rights. The foregoing waiver shall not affect any rights of a director, in his or her capacity as such, under Section 220. The foregoing waiver shall not apply to any contractual inspection rights of the Grantee under any other written agreement between the Grantee and the Company.

Appears in 1 contract

Samples: Terms and Conditions (Eventbrite, Inc.)

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