Common use of In-Kind Distributions Clause in Contracts

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holders, the Company will cooperate with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities Act.

Appears in 6 contracts

Samples: Registration Rights Agreement (Starwood Real Estate Income Trust, Inc.), Registration Rights Agreement (Blackstone Real Estate Income Trust, Inc.), Registration Rights Agreement (Blackstone Real Estate Income Trust, Inc.)

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In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities shares to its direct or indirect equity holdersequityholders, the Company will will, only to the extent such in-kind distribution would be permitted under all applicable Lock-Ups, cooperate with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations Holder, as well as any resales by such transferees under the Securities Acta shelf registration statement covering such distributed shares.

Appears in 5 contracts

Samples: Registration Rights Agreement (Albertsons Companies, Inc.), Investment Agreement (Albertsons Companies, Inc.), Registration Rights Agreement (Albertsons Companies, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities Shares to its direct or indirect equity holdersequityholders pursuant to Section 2.9(a), the Company will cooperate will, subject to applicable lockups, work with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActHolder.

Appears in 5 contracts

Samples: Registration Rights Agreement (Dynasty Financial Partners Inc.), Registration Rights Agreement, Registration Rights Agreement (Focus Financial Partners Inc.)

In-Kind Distributions. If any a Holder seeks to effectuate an in-kind distribution of all or part of its their Registrable Securities to its their respective direct or indirect equity holdersequityholders, the Company will cooperate will, subject to any applicable lock-ups, work with such Holder and the Company’s transfer agent foregoing Persons to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities Act.

Appears in 4 contracts

Samples: Registration Rights Agreement (Greenrose Holding Co Inc.), Registration Rights Agreement (Greenrose Holding Co Inc.), Merger Agreement (Greenrose Acquisition Corp.)

In-Kind Distributions. If any Holder Stockholder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holdersequityholders, the Company will cooperate work with such Holder Stockholder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActStockholder.

Appears in 4 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Fusion Connect, Inc.), Merger Agreement (Fusion Telecommunications International Inc)

In-Kind Distributions. If any a Holder seeks to effectuate an in-kind distribution distribution, a transfer or an assignment of all or part of its Registrable Securities shares of Common Stock or Preferred Stock to its direct or indirect equity holdersequityholders or any Affiliates thereof, then the Company will cooperate with such Holder and the Company’s transfer agent to facilitate such in-kind distribution transaction in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActHolder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Coliseum Capital Management, LLC), Registration Rights Agreement (Blue Bird Corp), Registration Rights Agreement (Hennessy Capital Acquisition Corp.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holdersequityholders, the Company will cooperate will, subject to applicable lockups, work with such Holder Holders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActHolder.

Appears in 3 contracts

Samples: Registration Rights Agreement (Atlas Technical Consultants, Inc.), Registration Rights Agreement (Atlas Technical Consultants, Inc.), Unit Purchase Agreement (Boxwood Merger Corp.)

In-Kind Distributions. If any the Holder seeks to effectuate an in-kind distribution of all or of part of its the Registrable Securities Shares to its direct or indirect equity holdersequityholders, the Company will cooperate work with such the Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Istar Inc.), Registration Rights Agreement (Istar Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holders, the Company will cooperate will, subject to applicable lockups, use reasonable best efforts to work with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations Holder, as well as any resales by such transferees under the Securities Acta Registration Statement covering such distributed shares.

Appears in 2 contracts

Samples: Registration Rights Agreement (Acushnet Holdings Corp.), Registration Rights Agreement (Acushnet Holdings Corp.)

In-Kind Distributions. If any the Holder seeks to effectuate an in-kind distribution of all or of part of its the Registrable Securities Shares to its direct or indirect equity holdersequityholders, the Company will cooperate work with such the Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s 's obligations under the Securities Act.

Appears in 2 contracts

Samples: Registration Rights Agreement (Star Holdings), Merger Agreement (Istar Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holdersequityholders, the Company will will, subject to applicable lockups and transfer restrictions, reasonably cooperate with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Peabody Energy Corp)

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In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holdersequityholders, the Company will cooperate will, subject to applicable lockups, work with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Talen Energy Corp)

In-Kind Distributions. If any Holder (and/or any of its Affiliates) seeks to effectuate an in-kind distribution of all or part of its their Registrable Securities to its respective direct or indirect equity holdersequityholders, the Company will cooperate work with such Holder and the Company’s transfer agent foregoing Persons to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (NaaS Technology Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holdersequityholders, the Company will will, only to the extent such in-kind distribution would be permitted under all applicable lock-ups, cooperate with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations Holder, as well as any resales by such transferees under the Securities Acta shelf registration statement covering such distributed Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Priority Technology Holdings, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities to its direct or indirect equity holdersequityholders, the Company will will, only to the extent such in-kind distribution would be permitted under all applicable lock-ups, cooperate with such Holder and the Company’s 's transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations Holder, as well as any resales by such transferees under the Securities Acta shelf registration statement covering such distributed Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Priority Technology Holdings, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities Shares to its direct or indirect equity holdersequityholders pursuant to Section 2.9(a), the Company will cooperate will, subject to any applicable lock-up agreement, work with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities ActHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Broadstone Net Lease, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or of part of its the Registrable Securities Shares to its direct or indirect equity holdersequityholders, the Company will cooperate work with such Holder and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with the Company’s obligations under the Securities Act.

Appears in 1 contract

Samples: Registration Rights and Stockholders Agreement (Global Net Lease, Inc.)

In-Kind Distributions. If any Holder seeks to effectuate an in-kind distribution of all or part of its Registrable Securities Company Shares to its direct or indirect equity holdersequityholders, the Company will reasonably cooperate with and assist such Holder Holder, such equityholders and the Company’s transfer agent to facilitate such in-kind distribution in the manner reasonably requested by such Holder and consistent with (including the delivery of instruction letters by the Company or its counsel to the Company’s obligations under transfer agent, the Securities Act.delivery of customary legal opinions by counsel to

Appears in 1 contract

Samples: Registration Rights Agreement (Golden Ocean Group LTD)

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