Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 182 contracts

Samples: Registration Rights Agreement (Legato Merger Corp. III), Registration Rights Agreement (Aimei Health Technology Co., Ltd.), Registration Rights Agreement (Legato Merger Corp. III)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 94 contracts

Samples: Registration Rights Agreement (DT Cloud Acquisition Corp), Registration Rights Agreement (DT Cloud Acquisition Corp), Registration Rights Agreement (DT Cloud Acquisition Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 81 contracts

Samples: Registration Rights Agreement (CIS Acquisition Ltd.), Registration Rights Agreement (CIS Acquisition Ltd.), Registration Rights Agreement (CIS Acquisition Ltd.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 41 contracts

Samples: Registration Rights Agreement (Hyperion Acquisition Corp.), Registration Rights Agreement (Pacific Quest Ventures Corp.), Registration Rights Agreement (Kronos Ventures Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 90 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Board”), it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 35 contracts

Samples: Registration and Shareholder Rights Agreement (Oaktree Acquisition Corp. III), Registration and Shareholder Rights Agreement (Oaktree Acquisition Corp. III), Registration and Stockholder Rights Agreement (Excolere Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 27 contracts

Samples: Registration Rights Agreement (Northern Star Investment Corp. IV), Registration Rights Agreement (Northern Star Investment Corp. III), Registration Rights Agreement (Pivotal Investment Corp III)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company ~~and its shareholders~~ for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 25 contracts

Samples: Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Golden Star Acquisition Corp)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 25 contracts

Samples: Registration and Stockholder Rights Agreement (Gardiner Healthcare Acquisitions Corp.), Registration and Stockholder Rights Agreement (Gardiner Healthcare Acquisitions Corp.), Registration Rights Agreement (Chardan Nextech Acquisition Corp.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 23 contracts

Samples: Registration Rights Agreement (Quetta Acquisition Corp), Registration Rights Agreement (Quetta Acquisition Corp), Registration Rights Agreement (Oak Woods Acquisition Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Vice Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 22 contracts

Samples: Registration Rights Agreement (Znomics, Inc.), Registration Rights Agreement (Endeavor Acquisition Corp.), Registration Rights Agreement (Rand Acquisition Corp. II)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders of Registrable Securities included in such Registration Statement a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 21 contracts

Samples: Registration Rights Agreement (Edoc Acquisition Corp.), Registration Rights Agreement (Edoc Acquisition Corp.), Registration Rights Agreement (Eucrates Biomedical Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chairman of the Board of Directors or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 19 contracts

Samples: Registration Rights Agreement (Akerna Corp.), Registration Rights Agreement (Proficient Alpha Acquisition Corp), Registration Rights Agreement (Proficient Alpha Acquisition Corp)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or and which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by the ~~President or~~ Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any ~~365~~12-~~day~~ month period in respect of a Demand Registration hereunder.

Appears in 16 contracts

Samples: Registration Rights Agreement (Cartesian Growth Corp II), Form of Registration Rights Agreement (Cartesian Growth Corp II), Form of Registration Rights Agreement (Cartesian Growth Corp II)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Vice Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 16 contracts

Samples: Registration Rights Agreement (S.E. Asia Emerging Market Company., LTD), Registration Rights Agreement (S.E. Asia Emerging Market Company., LTD), Registration Rights Agreement (Australia Acquisition Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to ~~deferment~~ deferral of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 14 contracts

Samples: Registration Rights Agreement (InterAmerican Acquisition Group Inc), Registration Rights Agreement (Courtside Acquisition Corp), Registration Rights Agreement (InterAmerican Acquisition Group Inc)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chairman of the Board or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 13 contracts

Samples: Registration Rights Agreement (Gabelli Entertainment & Telecommunications Acquisition Corp.), Registration Rights Agreement (Greenwich PMV Acquisition Corp.), Securities Purchase Agreement (Tremisis Energy Acquisition CORP II)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chief Executive Officer or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 12 contracts

Samples: Registration Rights Agreement (Oakmont Acquisition Corp.), Registration Rights Agreement (China Healthcare Acquisition Corp.), Registration Rights Agreement (JK Acquisition Corp.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the~~ Chief Executive Officer or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 11 contracts

Samples: Registration Rights Agreement (Americas Technology Acquisition Corp.), Registration Rights Agreement (Americas Technology Acquisition Corp.), Registration Rights Agreement (Galileo Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 10 contracts

Samples: Registration Rights Agreement (New Asia Partners China I Corp), Agreement and Plan of Merger (Enterprise Acquisition Corp.), Registration Rights Agreement (New Asia Partners China CORP)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~provided , ~~however~~however , that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, ~~however~~however , that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 10 contracts

Samples: Registration Rights Agreement (Seanergy Maritime Corp.), Form of Registration Rights Agreement (Pinpoint Advance CORP), Registration Rights Agreement (Pinpoint Advance CORP)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chairman of the Board of Directors or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 10 contracts

Samples: Registration Rights Agreement (Fusion Fuel Green LTD), Registration Rights Agreement (Andina Acquisition Corp. III), Registration Rights Agreement (Andina Acquisition Corp. III)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 9 contracts

Samples: Registration Rights Agreement (Globalink Investment Inc.), Registration Rights Agreement (Arisz Acquisition Corp.), Registration Rights Agreement (Globalink Investment Inc.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 9 contracts

Samples: Registration Rights Agreement (Super Plus Acquisition Corp), Registration Rights Agreement (Abri SPAC 2, Inc.), Registration Rights Agreement (Goldenstone Acquisition Ltd.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, ~~however,~~ that the Company ~~shall not have the right to~~ may only exercise ~~the right set forth in the immediately preceding proviso more than~~ this “judgment rejection” once in any 365-day period in respect of a Demand Registration ~~hereunder~~made in accordance with the terms of this Agreement.

Appears in 9 contracts

Samples: Registration Rights Agreement (Bimini Capital Management, Inc.), Registration Rights Agreement (Bimini Capital Management, Inc.), Registration Rights Agreement (FlatWorld Acquisition Corp.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 8 contracts

Samples: Registration and Stockholder Rights Agreement (CO2 Energy Transition Corp.), Registration and Stockholder Rights Agreement (EF Hutton Acquisition Corp I), Registration Rights Agreement (Modiv Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~PROVIDED, ~~however~~HOWEVER, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided further~~PROVIDED FURTHER, ~~however~~HOWEVER, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 7 contracts

Samples: Registration Rights Agreement (Santa Monica Media CORP), Registration Rights Agreement (Santa Monica Media CORP), Registration Rights Agreement (Cold Spring Capital Inc.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 7 contracts

Samples: Registration Rights Agreement (Mount Rainier Acquisition Corp.), Registration Rights Agreement (Mount Rainier Acquisition Corp.), Registration Rights Agreement (Mount Rainier Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 45 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 30 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each ~~case~~ case, if the Company shall furnish to the holders a certificate signed by the Chairman of the Board of Directors or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration ~~Statement~~ to be effected at such time; ~~provided~~ provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 6 contracts

Samples: Form of Registration Rights Agreement (Capitol Investment Corp. VI), Form of Registration Rights Agreement (BrightSpark Capitol Corp.), Form of Registration Rights Agreement (Capitol Investment Corp. VII)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Board of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 6 contracts

Samples: Registration Rights Agreement (Information Services Group Inc.), Registration Rights Agreement (Lighting Science Group Corp), Registration Rights Agreement (Lighting Science Group Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all ~~Registrable~~ Insider Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided~~ provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder; provided, further, that the Insiders shall provide at least fifteen (15) Business Days notice of the date on which they wish the Company to prepare and file a Registration Statement with the Commission.

Appears in 6 contracts

Samples: Registration Rights Agreement (Marathon Acquisition Corp.), Registration Rights Agreement (Global Logistics Acquisition CORP), Asset Purchase Agreement (Marathon Acquisition Corp.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chief Executive Officer, President or Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 6 contracts

Samples: Registration Rights Agreement (Brilliant Acquisition Corp), Registration Rights Agreement (Nukkleus Inc.), Registration Rights Agreement (Brilliant Acquisition Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Vice Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 6 contracts

Samples: Registration Rights Agreement (ChinaGrowth North Acquisition CORP), Registration Rights Agreement (Inter-Atlantic Financial, Inc.), Registration Rights Agreement (ChinaGrowth North Acquisition CORP)

Filing Registration Statement. The ~~Company~~ Purchaser shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the ~~Company~~ Purchaser then qualifies or which counsel for the ~~Company~~ Purchaser shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the ~~Company~~ Purchaser shall have the right to defer any Demand Registration for up to ~~thirty~~ ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the ~~Company~~ Purchaser shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the ~~Company~~ Purchaser stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Purchaser, it would be materially detrimental to the ~~Company~~ Purchaser and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the ~~Company~~ Purchaser shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Form of Registration Rights Agreement (OneMedNet Corp), Form of Registration Rights Agreement (OneMedNet Corp), Form of Registration Rights Agreement (OneMedNet Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all ~~Registrable Securities~~ Insider Shares to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Registration Rights Agreement (Treehouse Partners CORP), Registration Rights Agreement (Treehouse Partners CORP), Registration Rights Agreement (180 Connect Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; ~~provided~~ provided, further~~, however~~, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any three hundred sixty five (365-) day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Registration Rights Agreement (Transforma Acquisition Group Inc.), Registration Rights Agreement (Transforma Acquisition Group Inc.), Registration Rights Agreement (NRDC Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any ~~365~~180-day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Registration Rights Agreement (TransTech Services Partners Inc.), Registration Rights Agreement (China Resources Ltd.), Registration Rights Agreement (TransTech Services Partners Inc.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Vice Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Registration Rights Agreement (Arcade China Acquisition Corp), Registration Rights Agreement (Arcade China Acquisition Corp), Registration Rights Agreement (57th Street General Acquisition Corp)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Registration Rights Agreement (PECK Co HOLDINGS, INC.), Registration Rights Agreement (Schultze Special Purpose Acquisition Corp.), Registration Rights Agreement (Schultze Special Purpose Acquisition Corp.)

Filing Registration Statement. The Company shall use its commercially reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its commercially reasonable best efforts to cause such Registration Statement to become effective and use its commercially reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, ~~that~~ the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 5 contracts

Samples: Merger Agreement (Clearday, Inc.), Merger Agreement (Viveon Health Acquisition Corp.), Registration Rights Agreement (Viveon Health Acquisition Corp.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Vice Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Rhapsody Acquisition Corp.), Registration Rights Agreement (Pantheon China Acquisition Corp.), Registration Rights Agreement (East India CO Acquisition Corp.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer (i) any Demand Registration for up to thirty (30) days, and (ii) any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or ~~Chairman~~ Chairperson of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than ~~once~~ twice in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (China VantagePoint Acquisition Co), Registration Rights Agreement (China VantagePoint Acquisition Co), Registration Rights Agreement (China VantagePoint Acquisition Co)

Filing Registration Statement. The Company shall use its ~~best~~ commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its ~~best~~ commercially reasonable efforts to cause such Registration Statement to become effective and use its ~~best~~ commercially reasonable efforts to keep it effective for the ~~period required by Section 3.1.3~~Effectiveness Period (as defined below); provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ forty-five (3045) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman of the~~ Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Company Board”), it would ~~be materially detrimental to~~ require the Company ~~and its shareholders for such Registration Statement~~ to ~~be effected at such time~~make an Adverse Disclosure; ~~provided~~ provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso twice, or for more than ~~once~~ sixty (60) total calendar days in any ~~365~~360-day ~~period in respect of a Demand Registration hereunder~~period.

Appears in 4 contracts

Samples: Rights and Lock Up Agreement (Cero Therapeutics Holdings, Inc.), Addendum Agreement (Cero Therapeutics Holdings, Inc.), Business Combination Agreement (Phoenix Biotech Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, ~~as expeditiously as possible~~ within ninety (90) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand ~~registration~~ Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President or Chairman~~ a Chief Executive Officer of the Company stating that, in the good faith judgment of the ~~Board~~ board of ~~Directors~~ directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Korea Milestone Acquisition CORP), Registration Rights Agreement (Korea Milestone Acquisition CORP), Registration Rights Agreement (Korea Milestone Acquisition CORP)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section ~~2.1~~2.1 or a request pursuant to Section 2.3, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ seventy-five (3075) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company after consultation with outside legal counsel, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Waha Capital PJSC), Registration Rights Agreement (Al Nowais Investments LLC), Registration Rights Agreement (National Energy Services Reunited Corp.)

Filing Registration Statement. The Company shall use ~~its best~~ commercially reasonable efforts ~~to, as expeditiously as possible~~ after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its ~~best~~ commercially reasonably efforts to cause such Registration Statement to become effective ~~and use its best efforts to~~ and, upon request of the holders of a majority of the Registrable Securities registered thereunder, keep it such registration statement effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or ~~Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of ~~Directors of the Company~~Directors, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than ~~once~~ twice in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Clever Leaves Holdings Inc.), Investors’ Rights Agreement (Clever Leaves Holdings Inc.), Investors’ Rights Agreement (Clever Leaves Holdings Inc.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the ~~period required by Section 3.1.3~~Effectiveness Period; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 60 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso for more than ~~once~~ a total of 60 days in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Addendum Agreement (Estre Ambiental, Inc.), Addendum Agreement (Estre Usa Inc.), V Business Combination Agreement (Boulevard Acquisition Corp. Ii)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be ~~registered~~ Registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Health Sciences Acquisitions Corp 2), Registration Rights Agreement (Health Sciences Acquisitions Corp 2), Registration Rights Agreement (Health Sciences Acquisitions Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, ~~as expeditiously as possible~~ within ninety (90) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand ~~registration~~ Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President or Chairman~~ a Chief Executive Officer of the Company stating that, in the good faith judgment of the ~~Board~~ board of ~~Directors~~ directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Navios Maritime Acquisition CORP), Registration Rights Agreement (Navios Maritime Acquisition CORP), Registration Rights Agreement (Navios Maritime Acquisition CORP)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 30 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by the ~~President~~ Chairman of the Board, the Chief Executive Officer, the Chief Financial Officer or ~~Chairman~~ Corporate Secretary of the Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Board”), it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Advanced Merger Partners, Inc.), Registration Rights Agreement (Advanced Merger Partners, Inc.), Registration Rights Agreement (Golden Falcon Acquisition Corp.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best reasonable efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Meten EdtechX Education Group Ltd.), Registration Rights Agreement (Peng Siguang), Registration Rights Agreement (RG Education Investment LTD)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Schultze Special Purpose Acquisition Corp. II), Registration Rights Agreement (Schultze Special Purpose Acquisition Corp. II), Registration Rights Agreement (DD3 Acquisition Corp. III)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; ~~provided~~ provided, further~~, however~~, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 4 contracts

Samples: Registration Rights Agreement (Stone Tan China Acquisition Corp.), Registration Rights Agreement (Stone Tan China Acquisition Corp.), Registration Rights Agreement (Stone Tan China Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President or Chairman~~ a Chief Executive Officer of the Company stating that, in the good faith judgment of the ~~Board~~ board of ~~Directors~~ directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Green Energy Acquisition CORP), Registration Rights Agreement (Secure America Acquisition CORP), Registration Rights Agreement (Consumer Partners Acquisition Corp.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best reasonable efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand ~~registration~~ Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ holder(s) a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Meten EdtechX Education Group Ltd.), Registration Rights Agreement (Meten EdtechX Education Group Ltd.), Registration Rights Agreement (Meten EdtechX Education Group Ltd.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Highbury Financial Inc), Registration Rights Agreement (Highbury Financial Inc), Registration Rights Agreement (Highbury Financial Inc)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~PROVIDED, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; ~~provided~~ PROVIDED further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Granahan McCourt Acquisition CORP), Registration Rights Agreement (Granahan McCourt Acquisition CORP), Registration Rights Agreement (Granahan McCourt Acquisition CORP)

Filing Registration Statement. The Company shall use its ~~best~~ commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its ~~best~~ commercially reasonable efforts to cause such Registration Statement to become effective and use its ~~best~~ commercially reasonable efforts to keep it effective for the ~~period required by Section 3.1.3~~Effectiveness Period (as defined below); provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ forty-five (3045) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman of the~~ Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Board”), it would ~~be materially detrimental to~~ require the Company ~~and its shareholders for such Registration Statement~~ to ~~be effected at such time~~make an Adverse Disclosure; ~~provided~~ provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso twice, or for more than ~~once~~ one hundred twenty (120) total calendar days in any ~~365-~~three hundred sixty (360) day ~~period in respect of a Demand Registration hereunder~~period.

Appears in 3 contracts

Samples: Addendum Agreement (Allurion Technologies, Inc.), Addendum Agreement (Compute Health Acquisition Corp.), Addendum Agreement (Allurion Technologies Holdings, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section ~~3.1.3~~3.1.4; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President or Chairman~~ a Chief Executive Officer of the Company stating that, in the good faith judgment of the ~~Board~~ board of ~~Directors~~ directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Biozone Pharmaceuticals, Inc.), Registration Rights Agreement (Biozone Pharmaceuticals, Inc.), Registration Rights Agreement (International Surf Resorts, Inc.)

Appears in 3 contracts

Samples: Registration Rights Agreement (Middle Kingdom Alliance Corp.), Registration Rights Agreement (Middle Kingdom Alliance Corp.), Registration Rights Agreement (Middle Kingdom Alliance Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any ~~365-day~~ three hundred sixty five (365)-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (First Class Navigation CORP), Registration Rights Agreement (First Class Navigation CORP), Registration Rights Agreement (Oceanaut, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~PROVIDED, ~~however~~HOWEVER, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ one hundred twenty (30120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided further~~PROVIDED FURTHER, ~~however~~HOWEVER, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than ~~once~~ twice or for more than an aggregate of one hundred eighty (180) days in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Restaurant Acquisition Partners, Inc.), Registration Rights Agreement (Restaurant Acquisition Partners, Inc.), Registration Rights Agreement (Restaurant Acquisition Partners, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within ninety (90) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all ~~Registrable Securities~~ Insider Shares to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Acquicor Technology Inc), Registration Rights Agreement (Acquicor Technology Inc), Registration Rights Agreement (Acquicor Technology Inc)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Board of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; ~~provided~~ provided, further, ~~however, that~~ the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (2020 ChinaCap Acquirco, Inc.), Registration Rights Agreement (2020 ChinaCap Acquirco, Inc.), Registration Rights Agreement (2020 ChinaCap Acquirco, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its~~ best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Tailwind Financial Inc.), Registration Rights Agreement (Tailwind Financial Inc.), Registration Rights Agreement (Tailwind Financial Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section ~~3.1.3~~3.1.1; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) ~~days~~days (a “Demand Suspension Event”), and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Stockholders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided~~ provided, further~~, however~~, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Millstream Acquisition Corp), Registration Rights Agreement (RGGPLS Holding, Inc.), Registration Rights Agreement (GRH Holdings, L.L.C.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Research Pharmaceutical Services, Inc.), Registration Rights Agreement (Research Pharmaceutical Services, Inc.), Registration Rights Agreement (Titanium Asset Management Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section ~~3.1.3~~3.1.1; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Millstream Acquisition Corp), Registration Rights Agreement (Great Wall Acquisition Corp), Registration Rights Agreement (China Mineral Acquisition CORP)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or the Chairman of the Board of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ securityholders for such Registration Statement to be effected at such time; provided further~~, however~~, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Universal Business Payment Solutions Acquisition Corp), Registration Rights Agreement (Universal Business Payment Solutions Acquisition Corp), Registration Rights Agreement (Universal Business Payment Solutions Acquisition Corp)

Filing Registration Statement. The Company shall use its ~~best~~ commercially reasonable efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section ~~2.1~~2.1 or a request for a Demand Shelf Registration pursuant to Section 2.4, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or and which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its ~~best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to (i) defer any Demand Registration or any Demand for Shelf Registration, as applicable, for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and (ii) require Holders whose Registrable Securities are registered under any Form F-3 Shelf to suspend use of the prospectus included in such Form F-3 Shelf, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by the ~~President or~~ Chairman of the Board of Directors of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than ~~once~~ twice in any ~~365~~12-~~day~~ month period in respect of a Demand Registration or a Demand Shelf Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Nexters Inc.), Business Combination Agreement (Nexters Inc.), Business Combination Agreement (Kismet Acquisition One Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~PROVIDED, ~~however~~HOWEVER, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided further~~PROVIDED FURTHER, ~~however~~HOWEVER, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (India Globalization Capital, Inc.), Registration Rights Agreement (Santa Monica Media CORP), Registration Rights Agreement (Ardent Acquisition CORP)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as ~~expeditiously~~ promptly as ~~possible~~ practicable (and in any event within seventy-five (75) days) after receipt of a request for a Demand Registration pursuant to Section ~~2.1,~~ 2.1 prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Registration to which such Piggy-Back Registration ~~relates~~related, in each ~~case~~ case, if the Company shall furnish to the holders a certificate signed by the President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, ~~however,~~ that the Company shall not be obligated to deliver securities and shall not have penalties for failure to deliver securities, if a Registration Statement is not effective at the ~~right to~~ time of exercise by the ~~right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder~~holder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Liberty Acquisition Holdings Corp.), Form of Registration Rights Agreement (Atlas Acquisition Holdings Corp.), Form of Registration Rights Agreement (Liberty Acquisition Holdings Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within forty-five (45) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) consecutive days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (DocGo Inc.), Registration Rights Agreement (Motion Acquisition Corp.), Registration Rights Agreement (Motion Acquisition LLC)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be ~~registered~~ Registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or~~ Chairman ~~of the Company stating that, in the good faith judgment~~ of the Board of Directors or President of the ~~Company, it~~ Company stating that Adverse Disclosure would be ~~materially detrimental~~ required to ~~the Company and its shareholders for~~ be set forth in such Registration ~~Statement to be effected at such time~~Statement; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 3 contracts

Samples: Registration Rights Agreement (American Virtual Cloud Technologies, Inc.), Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.), Registration Rights Agreement (PENSARE ACQUISITION Corp)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to ~~the holders~~ Investor requesting to include their Registrable Securities in such registration a certificate signed by the ~~President~~ President, Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (China Lending Corp), Registration Rights Agreement (DT Asia Investments LTD)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the ~~period required by Section 3.1.3~~Effectiveness Period; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if ~~the~~ Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Company Board”), it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Investor Rights Agreement (Janus International Group, Inc.), Addendum Agreement (Janus Parent, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within ninety (90) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all ~~Registrable Securities~~ Capital Partners Shares and GTI Shares to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ ninety (3090) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Global Technology Industries, Inc.), Registration Rights Agreement (Global Technology Industries, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially ~~detrimental to~~ and adversely affect the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Apex Bioventures Acquisition Corp), Registration Rights Agreement (Apex Bioventures Acquisition Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand ~~Registration pursuant to Section 2.1~~Registration, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required ~~by Section 3.1.3~~hereunder; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ one hundred twenty (30120) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, and in the event of a Piggy Back Registration, the Company has the right to terminate the registration at its choosing, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would not be ~~materially detrimental to~~ in the best interests of the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder; and provided further that the holders shall provide at least fifteen (15) business days' notice of the date on which they wish the Company to prepare and file a Registration Statement with the Commission.

Appears in 2 contracts

Samples: Alpha Security Group CORP, Alpha Security Group CORP

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders of Registrable Securities a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the ~~Company~~ Board stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Taliera CORP), Registration Rights Agreement (Taliera CORP)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within ninety (90) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable ~~Securities~~ Shares to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ forty-five (3045) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hyundai Syscomm Corp), Registration Rights Agreement (Electronic Control Security Inc)

Appears in 2 contracts

Samples: Registration Rights Agreement (Zi Toprun Acquisition Corp.), Registration Rights Agreement (Zi Toprun Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~PROVIDED, ~~however~~HOWEVER, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to ~~deferment~~ deferral of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided further~~PROVIDED FURTHER, ~~however~~HOWEVER, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Israel Technology Acquisition Corp.), Registration Rights Agreement (Ithaka Acquisition Corp)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Solidion Technology Inc.), Registration Rights Agreement (Redwoods Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 90 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by ~~the President or Chairman~~ both Co-Chief Executive Officers of the Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Board”), it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Marquee Raine Acquisition Corp.), Registration Rights Agreement (Marquee Raine Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all ~~Registrable Securities~~ Insider Shares to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use ~~its best~~ commercially reasonable efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder; provided, further, that the Insiders shall provide at least fifteen (15) Business Days notice of the date on which they wish the Company to prepare and file a Registration Statement with the Commission.

Appears in 2 contracts

Samples: Registration Rights Agreement (Healthcare Acquisition Partners Corp.), Registration Rights Agreement (Healthcare Acquisition Partners Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within forty-five (45) days after receipt of a request for a Demand Registration pursuant to Section ~~2.1~~3.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section ~~3.1.3~~4.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chairman of the Board of Directors or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Investment Subscription and Registration Rights Agreement (Lindblad Expeditions Holdings, Inc.), And Registration Rights Agreement (Lindblad Sven-Olof)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be ~~registered~~ Registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Immunovant, Inc.), Share Exchange Agreement (Health Sciences Acquisitions Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as ~~possible~~ practicable and in any event within forty-five (45) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on Form F-3, if then available to the Company for such Registration, or if Form F-3 is not then available to the Company for such Registration, then on any other form for which the Company then qualifies or and which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be ~~registered~~ Registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or~~ Chairman ~~of the Company stating that, in the good faith judgment~~ of the Board of Directors or President of the ~~Company, it~~ Company stating that Adverse Disclosure would be ~~materially detrimental~~ required to ~~the Company and its shareholders for~~ be set forth in such Registration ~~Statement to be effected at such time~~Statement; ~~provided~~ provided, further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once and more than a total of ninety (90) days in any 365-day period in respect of a Demand ~~Registration~~ Registrations hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Betterware De Mexico, S.A. De C.V.), Combination and Stock Purchase Agreement (DD3 Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall ~~use its best efforts~~ use"best efforts" to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; ~~provided~~ provided, further~~, however~~, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any three hundred sixty five (365-) day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Education Media, Inc.), Registration Rights Agreement (Education Media, Inc.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by ~~the President~~ Chief Executive Officer or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in ~~the immediately preceding proviso~~ this provision more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Plutonian Acquisition Corp.), Registration Rights Agreement (Aquaron Acquisition Corp.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 90 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the Chairman of the Board of Directors or President ~~or Chairman~~ of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Regalwood Global Energy Ltd.), Registration Rights Agreement (Regalwood Global Energy Ltd.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible and in any event within sixty (60) days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Columbus Acquisition Corp), Registration Rights Agreement (Columbus Acquisition Corp)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within seventy-five (75) days after receipt of a request for a Demand Registration pursuant to Section ~~2.1~~2.1 or an S-3 registration pursuant to Section 2.3, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; ~~provided~~PROVIDED, ~~however~~HOWEVER, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; ~~provided further~~PROVIDED FURTHER, ~~however~~HOWEVER, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (GPS Industries, Inc.), Registration Rights Agreement (GPS Industries, Inc.)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 90 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by the ~~President~~ Chairman of the Board of Directors of the Company (the “Board”) or ~~Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration and Shareholder Rights Agreement (Arya Sciences Acquisition Corp.), Registration and Shareholder Rights Agreement (Arya Sciences Acquisition Corp.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Northern Genesis Acquisition Corp. II), Registration Rights Agreement (Northern Genesis Acquisition Corp. II)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 90 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Holders a certificate signed by the ~~President or Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the ~~Company~~Company (the “Board”), it would be materially detrimental to the Company and its ~~shareholders~~ stockholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration and Stockholder Rights Agreement (Arena Fortify Acquisition Corp.), Registration and Stockholder Rights Agreement (Arena Fortify Acquisition Corp.)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the ~~holders~~ Investors requesting to include their Registrable Securities in such registration a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Borqs Technologies, Inc.), Registration Rights Agreement (Pacific Special Acquisition Corp.)

Filing Registration Statement. The Company shall use its reasonable best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its reasonable best efforts to cause such Registration Statement to become effective and use its reasonable best efforts to keep it effective for the ~~period required by Section 3.1.3~~Effectiveness Period; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty~~ sixty (3060) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any ~~demand registration~~ Demand Registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the President or Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso for more than ~~once~~ a total of sixty (60) days in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Business Combination Agreement (Terrapin 3 Acquisition Corp), Business Combination Agreement (Terrapin 3 Acquisition Corp)

Filing Registration Statement. The Company shall use its best efforts to, as expeditiously as possible after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become effective and use its best efforts to keep it effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to thirty (30) days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chief Executive Officer or Vice Chairman of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than ~~once~~ twice in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration Rights Agreement (China VantagePoint Acquisition Co), Registration Rights Agreement (China VantagePoint Acquisition Co)

Filing Registration Statement. The Company ~~shall use its best efforts to~~shall, as expeditiously as possible and in any event within 60 days after receipt of a request for a Demand Registration pursuant to Section 2.1, prepare and file with the Commission a Registration Statement on any form for which the Company then qualifies or which counsel for the Company shall deem appropriate and which form shall be available for the sale of all Registrable Securities to be registered thereunder in accordance with the intended method(s) of distribution thereof, and shall use its best efforts to cause such Registration Statement to become ~~effective~~ and ~~use its best efforts to keep it~~ remain effective for the period required by Section 3.1.3; provided, however, that the Company shall have the right to defer any Demand Registration for up to ~~thirty (30)~~ 90 days, and any Piggy-Back Registration for such period as may be applicable to deferment of any demand registration to which such Piggy-Back Registration relates, in each case if the Company shall furnish to the holders a certificate signed by the ~~President~~ Chairman of the Board of Directors of the Company (the “Board”) or ~~Chairman~~ Chief Executive Officer of the Company stating that, in the good faith judgment of the ~~Board of Directors of the Company~~Board, it would be materially detrimental to the Company and its shareholders for such Registration Statement to be effected at such time; provided further, however, that the Company shall not have the right to exercise the right set forth in the immediately preceding proviso more than once in any 365-day period in respect of a Demand Registration hereunder.

Appears in 2 contracts

Samples: Registration and Shareholder Rights Agreement (Leo Holdings Corp.), Registration and Shareholder Rights Agreement (Leo Holdings Corp.)

Common use of Filing Registration Statement Clause in Contracts