Existing Registration Rights definition

Existing Registration Rights shall have the meaning set forth in Section 2.7 hereof.

Existing Registration Rights shall have the meaning assigned in Section 4.1(a) hereof.

Existing Registration Rights has the meaning set forth in the recitals above.

Examples of Existing Registration Rights in a sentence

• Upon the Closing, the Existing Registration Rights Agreement shall no longer be of any force or effect.

• This Agreement will amend and restate the Existing Registration Rights Agreement to read as set forth herein, when it has been duly executed by parties having the right to so amend and restate the Existing Registration Rights Agreement.

• This Agreement constitutes the entire agreement, and supersedes all prior agreements and understandings (including, without limitation, the Existing Registration Rights Agreement), oral and written, between the parties hereto with respect to the subject matter hereof.

• Upon the transfer of its ownership interest in the LLC Equity Interests to the Merging Entity, the Splitter Partnership hereby irrevocably and unconditionally consents to the termination of the Investor Rights Agreement and waives all its rights under the Investor Rights Agreement and the Existing Registration Rights Agreement.

• This Agreement amends and restated the Existing Registration Rights Agreement in its entirety as set forth herein and upon execution of this Agreement, all provisions of, rights granted and covenants made in the Existing Registration Rights Agreement are hereby waived, released and superseded in their entirety and shall have no further force and effect.

More Definitions of Existing Registration Rights

Existing Registration Rights means the registration rights granted under the Existing Registration Rights Agreement.

Existing Registration Rights mean, as of any time of determination, contractual commitments of the Company that existed as of January 1, 2000, were disclosed on a schedule to the Purchase Agreement and remain in effect as of such time, entitling Persons to exercise piggy-back registration rights if the Company registers any of its securities for itself or for others.

Existing Registration Rights means, collectively, the registration rights set forth in the following agreements: (i) the Sponsor Subscription Agreement, dated as of February 10, 2022, by and among the Company, OpCo, and Txxxxx Ventures Acquisition Holdings LLC (the “Sponsor”), (ii) the Amended and Restated Registration and Stockholder Rights Agreement, dated as of February 11, 2022, by and among the Company, Sponsor and the other parties named therein, (iii) the Warrant Agreement, dated as of December 10, 2020, by and between the Company and Continental Stock Transfer & Trust Company, as assigned, assumed and amended by the Assignment, Assumption and Amended Agreement, dated as of February 11, 2022, by and among the Company, Computershare Trust Company, N.A. and Computershare, Inc., and (iv) the Warrant to Purchase Shares of Class A Common Stock, dated as of March 13, 2023, by and between Inspirato Incorporated and Sxxx.xxx LLC.

Existing Registration Rights means the terms and conditions of the registration rights and other terms and conditions contained in the following agreements, copies of which are attached hereto as Annex I hereto:

Existing Registration Rights is defined in Section 1.1(b).

Existing Registration Rights has the meaning set forth in Section 9.2.

Existing Registration Rights means rights in effect on the Closing Date, set forth in the agreements listed on Schedule 4.3(a) or 4.3(b) attached hereto and held on the Closing Date (x) by stockholders of the Company, to cause the Company to register shares of Common Stock held by such holders on the Closing Date, and (y) by other Persons, to cause the Company to register shares of Common Stock issuable to such Persons under, and subject to the then existing terms of, options, warrants or other rights held by such Persons on the Closing Date. If a Long-Form Registration or a Short-Form Registration is an underwritten offering and the managing underwriter(s) advise the Company in writing that in their opinion the number of Registrable Securities and, if permitted hereunder, other securities requested to be included in such offering, exceeds the number of Registrable Securities and other securities, if any, which can be sold therein without adversely affecting the marketability of the offering then, subject to the first sentence of this paragraph, the Company will include in such registration (i) first, the number of Registrable Securities requested to be included in such registration pro rata, if necessary, among the holders of Registrable Securities based on the number of shares of Registrable Securities owned by each such holder and (ii) second, other securities of the Company requested to be included in such registration pursuant to Existing Registration Rights pro rata, if necessary, on the basis of the number of shares of such other securities owned by each such holder.