Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder pursuant to this Section 1.2; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.2.
Appears in 10 contracts
Samples: Investor Rights Agreement (Shandong Hi-Speed Holdings Group LTD), Investor Rights Agreement, Investor Rights Agreement (VNET Group, Inc.)
Maximum Number of Demand Registrations. The Company shall not be is obligated to effect more than three (3) such demand registration requested by each Initiating Holder pursuant to this Section 1.23(a) to effect one (1) demand registration pursuant to this Agreement; provided that provided, however, if the sale of all of the Holders’ Registrable Securities sought that were requested to be included in a registration statement pursuant to this Section 1.2 is 3(a) were not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities included in such registration statementas a result of cutback provisions imposed by a managing underwriter pursuant to Section 3(c) or otherwise, such then the Company shall be obligated to effect one (1) additional registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.23(a).
Appears in 3 contracts
Samples: Investor Rights Agreement (Intel Corp), Investor Rights Agreement (Vmware, Inc.), Investor Rights Agreement (Vmware, Inc.)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; provided that 2.3. A registration will count for this purpose only if (i) all Registrable Securities requested to be registered are registered, and (ii) it is closed, or withdrawn at the sale of all request of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 is not consummated for any reason Initiating Holders (other than due as a result of a material adverse change to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.2Company).
Appears in 2 contracts
Samples: Shareholders Agreement (Ambrx Biopharma Inc.), Shareholders Agreement (Ambrx Biopharma Inc.)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; 3.3 provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 3.3 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementRegistration, such registration Registration shall not be deemed to constitute one of the registration Registration rights granted pursuant to this Section 1.23.3.
Appears in 2 contracts
Samples: Shareholders’ Agreement (Uxin LTD), Shareholders’ Agreement (Uxin LTD)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three two (32) such demand registration requested by each Initiating Holder the Investor pursuant to this Section 1.22; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 2 is not consummated for any reason other than due to the action or inaction of the Holders Investor including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.22.
Appears in 2 contracts
Samples: Convertible Note Purchase Agreement (BEST Inc.), Convertible Note Purchase Agreement (Alibaba Group Holding LTD)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three two (32) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; 3.3 provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 3.3 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementRegistration, such registration Registration shall not be deemed to constitute one of the registration Registration rights granted pursuant to this Section 1.23.3.
Appears in 2 contracts
Samples: Shareholders Agreement (Meili Auto Holdings LTD), Shareholders Agreement (Jumei International Holding LTD)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder pursuant to this Section 1.21.1; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 1.1 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.21.1.
Appears in 2 contracts
Samples: Registration Rights Agreement (Puxin LTD), Registration Rights Agreement (Puxin LTD)
Maximum Number of Demand Registrations. The Company shall not be is obligated to effect more than three only two (32) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; provided that 2.2. A registration shall not count toward such limit if the sale request for registration is withdrawn by the Holders of all a majority of the Registrable Securities sought to be included in a such registration statement pursuant to this Section 1.2 is not consummated for any reason other than due and all expenses incurred in connection with the registration are borne and reimbursed to the action or inaction of Company by the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of making the registration rights granted pursuant to this Section 1.2request for registration.
Appears in 2 contracts
Samples: Investors' Rights Agreement (Netscreen Technologies Inc), Investors' Rights Agreement (Netscreen Technologies Inc)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three two (32) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.23.3; provided that if the sale of all of the Registrable Securities sought to be included in a the relevant registration statement pursuant to this Section 1.2 3.3 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementregistration, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.23.3.
Appears in 2 contracts
Samples: Shareholders Agreement (Gracell Biotechnologies Inc.), Shareholders Agreement (Gracell Biotechnologies Inc.)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.24.3 that have been declared and order effective; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 4.3 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementRegistration, such registration Registration shall not be deemed to constitute one of the registration Registration rights granted pursuant to this Section 1.24.3.
Appears in 2 contracts
Samples: Shareholders Agreement (Uxin LTD), Shareholders Agreement (Uxin LTD)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder registrations (excluding registrations which are declared or ordered effective but pursuant to which securities have not been sold) on behalf of the Investors pursuant to this Section 1.2; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.22.
Appears in 1 contract
Samples: Shareholders’ Agreement (Tarena International, Inc.)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.2Clause 11(C).
Appears in 1 contract
Samples: Note Subscription and Rights Agreement (China Techfaith Wireless Communication Technology LTD)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three two (32) such demand registration registrations as requested by each Initiating Holder the Holders of the Registrable Securities pursuant to this Section 1.2; 3.3 provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 3.3 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementRegistration, such registration Registration shall not be deemed to constitute one of the registration Registration rights granted pursuant to this Section 1.23.3.
Appears in 1 contract
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three two (32) such demand registration requested by each Initiating Holder Demand Registrations pursuant to this Section 1.2; 2.2 provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 2.2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementRegistration, such registration Registration shall not be deemed to constitute one of the registration rights a Demand Registration granted pursuant to this Section 1.22.2.
Appears in 1 contract
Samples: Registration Rights Agreement (Meili Auto Holdings LTD)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.27.03 that have been declared and ordered effective; provided provided, however, that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 7.03 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementregistration, such registration shall not be deemed to constitute one of the (1) demand registration rights granted pursuant to this Section 1.27.03.
Appears in 1 contract
Samples: Shareholders Agreement (Daojia LTD)
Maximum Number of Demand Registrations. The Other than as contemplated by Section 2.1.6, the Company shall not be obligated to effect more than only three (3) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.22.1 so long as such registrations have been declared or ordered effective; provided that if the sale holders of all of Earn-Out Shares shall have two (2) additional demand rights under Section 2.1.1 above with respect to the Registrable Securities sought to be included in a registration statement Earn-Out Shares (provided that the Company does not have an effective Registration Statement pursuant to this Section 1.2 is not consummated for any reason other than due to 2.1.6 outstanding covering the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.2Earn-Out Shares.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Blue Ocean Acquisition Corp)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder all Holders pursuant to this Section 1.21.1; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 1.1 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.21.1.
Appears in 1 contract
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three (3) such demand registration requested by each Initiating Holder pursuant to this Section 1.22; provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.22.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (21Vianet Group, Inc.)
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three two (32) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; 2 provided that if the sale of all of the Registrable Securities sought to be included in a registration statement pursuant to this Section 1.2 2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statementRegistration, such registration Registration shall not be deemed to constitute one of the registration Registration rights granted pursuant to this Section 1.22.
Appears in 1 contract
Maximum Number of Demand Registrations. The Company shall not be obligated to effect more than three one (31) such demand registration requested by each Initiating Holder registrations pursuant to this Section 1.2; 2.3 provided that if the sale number of all of the Registrable Securities sought which may be sold by Holders is reduced pursuant to the operation of Section 2.3(b) above, the Company shall be included in a obligated to effect one (1) additional demand registration statement pursuant to this Section 1.2 is not consummated for any reason other than due to the action or inaction of the Holders including Registrable Securities in such registration statement, such registration shall not be deemed to constitute one of the registration rights granted pursuant to this Section 1.22.3.
Appears in 1 contract
Samples: Shareholders Agreement (JA Solar Holdings Co., Ltd.)