Common use of Demand for Underwritten Takedown Clause in Contracts

Demand for Underwritten Takedown. Subject to the Lock-Up Agreements and to the provisions of this Section 2.4 and Sections 2.5 and 3.4, at any time and from time to time when an effective Shelf is on file with the Commission, either (x) the Holders of at least 50% of the then-outstanding number of Registrable Securities or (y) the Sponsor (in each case, the “Demanding Holder(s)”) may, subject to the maximum number of Underwritten Takedowns pursuant to subsection 2.4.3, request to sell all or a portion of their Registrable Securities in an Underwritten Takedown in accordance with this Section 2.4; provided that the Company shall only be obligated to effect an Underwritten Takedown if such Underwritten Offering shall include Registrable Securities proposed to be sold by the Demanding Holder with a total offering price reasonably expected to exceed, in the aggregate, US$10,000,000 (the “Takedown Threshold”).

Appears in 6 contracts

Samples: Registration Rights Agreement (Lotus Technology Inc.), Registration Rights Agreement (L Catterton Asia Acquisition Corp), Registration Rights Agreement (Lotus Technology Inc.)

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Demand for Underwritten Takedown. Subject to the Lock-Up Agreements and to the provisions of this Section 2.4 and Sections 2.5 and 3.4, at any time and from time to time when an effective Shelf is on file with the Commission, either any Holder (x) the Holders of at least 50% of the then-outstanding number of Registrable Securities or (y) the Sponsor (in each caseeach, the a “Demanding Holder(sHolder”)”) may, subject to the maximum number of Underwritten Takedowns pursuant to subsection 2.4.3, may request to sell all or a portion of their its Registrable Securities in an Underwritten Takedown in accordance with this Section 2.4; provided that the Company shall only be obligated to effect an Underwritten Takedown if such Underwritten Offering shall include Registrable Securities proposed to be sold by the Demanding Holder with a total offering price reasonably expected to exceed, in the aggregate, US$10,000,000 (the “Takedown Threshold”).

Appears in 4 contracts

Samples: Registration Rights Agreement (ECARX Holdings Inc.), Registration Rights Agreement (COVA Acquisition Corp.), Registration Rights Agreement (ECARX Holdings Inc.)

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Demand for Underwritten Takedown. Subject to the Lock-Up Agreements and to the provisions of this Section 2.4 and Sections 2.5 and 3.4, at any time and from time to time when an effective Shelf is on file with the Commission, either (xany Holder(s) the Holders of at least 50% of the then-outstanding number of Registrable Securities or (y) the Sponsor (in each case, the “Demanding Holder(s)Holders”) may, subject to the maximum number of Underwritten Takedowns pursuant to subsection 2.4.3, may request to sell all or a portion of their Registrable Securities in an Underwritten Takedown Offering, a Block Trade or an Other Coordinated Offering, in each case that is registered pursuant to the Shelf (each, an “Underwritten Takedown”) in accordance with this Section 2.4; provided that that, the Company shall only be obligated to effect an Underwritten Takedown if such Underwritten Offering shall include Registrable Securities proposed to be sold by the Demanding Holder with a total offering price reasonably expected to exceed, in the aggregate, US$10,000,000 (the “Takedown Threshold”)US$ 50,000,000.

Appears in 4 contracts

Samples: Registration Rights Agreement (VinFast Auto Ltd.), Registration Rights Agreement (Black Spade Acquisition Co), Registration Rights Agreement (VinFast Auto Pte. Ltd.)

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