Common use of Notification Clause in Contracts

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 681 contracts

Samples: Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Flag Ship Acquisition Corp), Registration Rights Agreement (Legato Merger Corp. III)

AutoNDA by SimpleDocs

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 113 contracts

Samples: Registration Rights Agreement (Fusion Fuel Green LTD), Registration Rights Agreement (American Virtual Cloud Technologies, Inc.), Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein (in the case of the prospectus, in the light of the circumstances under which they were made), not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 59 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Holders whose Registrable Securities are included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Holders whose Registrable Securities are included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Holders whose Registrable Securities are included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall reasonably object.

Appears in 53 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.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Holders whose Registrable Securities are included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Holders whose Registrable Securities are included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Holders whose Registrable Securities are included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall reasonably object.

Appears in 20 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)

Notification. After the filing of a any Registration StatementStatement pursuant to this Agreement, any prospectus related thereto or any amendment or supplement to such Registration Statement or prospectus, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of information; and (v) the occurrence of an event requiring the preparation of a supplement or amendment to such Registration Statement or prospectus so that, as thereafter after such amendment is filed or prospectus delivered to the purchasers of the securities covered by such Registration Statement, such Registration Statement or prospectus will not contain an any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein (in the case of the prospectus, in the light of the circumstances under which they were made), not misleading, and the Company shall promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 20 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 19 contracts

Samples: Rights and Lock Up Agreement (Cero Therapeutics Holdings, Inc.), Addendum Agreement (Cero Therapeutics Holdings, Inc.), Addendum Agreement (GRIID Infrastructure Inc.)

Notification. After If Shareholder has included Registrable Securities in a registration, after the filing of a the Registration Statement, the Company INC shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement Shareholder of such filing, and shall further notify such holders Shareholder promptly and confirm such advice notification in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company INC shall take all actions required use reasonable best efforts to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement Shareholder any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company INC shall furnish to the holders of Registrable Securities included in such Registration Statement Shareholder and to the legal counsel for any such holdersits counsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Shareholder and legal its counsel with a reasonable opportunity to review such documents and comment thereon, and the Company INC shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Shareholder or their legal its counsel shall reasonably object.

Appears in 14 contracts

Samples: Registration Rights Agreement (RMR Group Inc.), Registration Rights Agreement (RMR Group Inc.), Registration Rights Agreement (RMR Group Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 12 contracts

Samples: Registration Rights Agreement (MergeWorthRx Corp.), Escrow Agreement (MergeWorthRx Corp.), Registration Rights Agreement (MedWorth Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company Purchaser shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two five (25) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Purchaser shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Purchaser shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, ; provided that such Investors and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectmust provide any comments promptly (and in any event within five (5) Business Days) after receipt of such documents.

Appears in 11 contracts

Samples: Registration Rights Agreement (Nature's Miracle Holding Inc.), Registration Rights Agreement (Financial Strategies Acquisition Corp.), Form of Registration Rights Agreement (Pono Capital Two, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 10 contracts

Samples: Registration Rights Agreement (Collective Audience, Inc.), Registration Rights Agreement (Abri SPAC I, Inc.), Merger Agreement (Abri SPAC I, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall use commercially reasonable efforts to take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 10 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and or (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto thereto, or for additional information information, or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit fail to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 9 contracts

Samples: Registration Rights Agreement (Navios Maritime Partners L.P.), Registration Rights Agreement (Navios Maritime Acquisition CORP), Registration Rights Agreement (Navios Maritime Acquisition CORP)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filingas soon as reasonably practical, notify the holders of Registrable Securities included in such Registration Statement of such filingfiling and the managing Underwriter or Underwriters, and shall further notify such holders promptly and such managing Underwriter or Underwriters and, if requested, confirm such advice in writing writing, in all events within two (2) business days of as soon as reasonably practical after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall use best efforts to take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, except in the case of registration under Section 2.2; the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 8 contracts

Samples: Registration Rights Agreement (Prospect Acquisition Corp), Registration Rights Agreement (HCM Acquisition CO), Registration Rights Agreement (RAI Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities Insider Shares included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities Insider Shares included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities Insider Shares included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 8 contracts

Samples: Registration Rights Agreement (Catalytic Capital Investment Corp), Registration Rights Agreement (TAC Acquisition Corp.), Registration Rights Agreement (Global Logistics Acquisition CORP)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment, and promptly deliver to holders of Registrable Securities and their counsel any written comments received from the Commission with respect to the Registration Statement, Prospectus or any amendment or supplement thereto; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 7 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that that, before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish furnish, to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 7 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (ia) when such Registration Statement becomes effective; (iib) when any post-effective amendment to such Registration Statement becomes effective; (iiic) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all commercially reasonable actions required to prevent the entry of such stop order or to remove it if entered); and (ivd) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 7 contracts

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

Notification. After the filing of a Registration Statementregistration statement pursuant to Section 5 hereof, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filingregistration statement, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement registration statement becomes effective; (ii) when any post-effective amendment to such Registration Statement registration statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement registration statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statementregistration statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement registration statement any such supplement or amendment; except that before filing with the Commission a Registration Statement registration statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement registration statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement registration statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 7 contracts

Samples: Media & Entertainment Holdings, Inc., Media & Entertainment Holdings, Inc., Media & Entertainment Holdings, Inc.

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Insider Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Insider Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Insider Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 6 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleadingMisstatement, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file consider such comments in good faith before filing any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 6 contracts

Samples: Registration Rights Agreement (Latch, Inc.), Agreement and Plan of Merger (Latch, Inc.), Registration Rights Agreement (SmartRent, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two five (25) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any written comments by the Commission or any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that not less than two (2) Business Days before filing with the Commission a Registration Statement or prospectus not less than one (1) Business Day before the filing of any related Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall (y) furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently and (z) cause its officers and directors, counsel and independent registered public accountants to respond to such inquiries as shall be necessary, in advance the reasonable opinion of filing respective counsel to provide each such holders and legal counsel with holder, to conduct a reasonable opportunity to review such documents and comment thereon, and investigation within the meaning of the Securities Act. The Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectobject in good faith, provided that, the Company is notified of such objection in writing no later than two (2) Business Days after the holders have been so furnished copies of a Registration Statement or one (1) Business Day after the holders have been so furnished copies of any related Prospectus or amendments or supplements thereto.

Appears in 6 contracts

Samples: Registration Rights Agreement (Mountain Crest Acquisition Corp. III), Registration Rights Agreement (Better Therapeutics, Inc.), Registration Rights Agreement (Roth CH Acquisition II Co)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except provided that before at least five days prior to filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including all exhibits thereto and documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, holders copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including all exhibits thereto and documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

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)

Notification. After the filing of a Registration Statement, the Company Pubco shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two five (25) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Pubco shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Pubco shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon; provided, that such Investors and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectmust provide any comments promptly (and in any event within five (5) Business Days) after receipt of such documents.

Appears in 6 contracts

Samples: Form of Registration Rights Agreement (GCT Semiconductor Holding, Inc.), Form of Registration Rights Agreement (Concord Acquisition Corp III), Registration Rights Agreement (Kalera Public LTD Co)

Notification. After If a Shareholder has included Registrable Securities in a registration, after the filing of a the Registration Statement, the Company REIT shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement Shareholder of such filing, and shall further notify such holders Shareholder promptly and confirm such advice notification in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company REIT shall take all actions required use reasonable best efforts to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement Shareholder any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company REIT shall furnish to the holders of Registrable Securities included in such Registration Statement Shareholder and to the legal counsel for any such holdersits counsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Shareholder and legal its counsel with a reasonable opportunity to review such documents and comment thereon, and the Company REIT shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Shareholder or their legal its counsel shall reasonably object.

Appears in 5 contracts

Samples: Up Agreement, Registration Rights and Lock Up Agreement (Government Properties Income Trust), Registration Rights and Lock Up Agreement (Hospitality Properties Trust)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleadingMisstatement, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 5 contracts

Samples: Registration Rights Agreement (Owlet, Inc.), Registration Rights Agreement (Owlet, Inc.), Registration Rights Agreement (Aeva Technologies, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities Insider Shares included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein therein, in the light of the circumstances under which they were made, not misleading, and promptly make available to the holders of Registrable Securities Insider Shares included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities Insider Shares included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 5 contracts

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

Notification. After the filing of a Registration Statement, the Company Purchaser shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company Purchaser shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Purchaser shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Purchaser shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

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)

Notification. After If the Shareholder has included Restricted Shares in a registration, after the filing of a the Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement Shareholder of such filing, and shall further notify such holders the Shareholder promptly and confirm such advice notification in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required use reasonable best efforts to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement Shareholder any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement Shareholder and to the legal counsel for any such holdersits counsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders the Shareholder and legal its counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders the Shareholder or their legal its counsel shall reasonably object.

Appears in 5 contracts

Samples: Deferral Agreement (Travelcenters of America LLC), Registration Rights Agreement (Five Star Quality Care Inc), Registration Rights Agreement (Senior Housing Properties Trust)

Notification. After the filing of a Registration Statement, the Company CayCo shall promptly, and in no event more than two (2) business days Business Days after such filingthe occurrence of any of the events set forth in this section, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the followingevents: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company CayCo shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and . CayCo shall promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendmentamendment prepared in connection with the immediate preceding proviso; except provided that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company CayCo shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 5 contracts

Samples: Addendum Agreement (Chenghe Acquisition Co.), Addendum Agreement (Chenghe Acquisition I Co.), Business Combination Agreement (Chenghe Acquisition I Co.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-post- effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 5 contracts

Samples: Business Combination Agreement (Digital Transformation Opportunities Corp.), Registration Rights Agreement (Lighting Science Group Corp), Registration Rights Agreement (Lighting Science Group Corp)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 5 contracts

Samples: Registration Rights Agreement (Westpoint International Inc), Registration Rights Agreement (Westpoint International Inc), Asset Purchase Agreement

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days promptly after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two five (25) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered)order; and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleadingmisleading (a “Misstatement”), and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 5 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities Holders included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice Holders in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such a prospectus, any prospectus supplement, any Free Writing Prospectus, or a post-effective amendment to the Registration Statement has been filed with the Commission, and with respect to the Registration Statement or any post-effective amendment, when the same becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all reasonable actions required to prevent the entry of such stop order or to remove it if entered); and (iviii) any request by the Commission for any amendment or supplement to such Registration Statement or Statement, any prospectus relating thereto or Free Writing Prospectus or for additional information information; or (iv) the existence of any fact or happening of any event of which the occurrence of an event requiring the preparation Company has knowledge which makes any statement of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by material fact in such Registration Statement, related prospectus or Free Writing Prospectus or any document incorporated or deemed to be incorporated therein by reference untrue or which would require the making of any changes in such Registration Statement, prospectus or Free Writing Prospectus in order that, in the case of the Registration Statement, it will not contain an any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and that in the case of such prospectus or Free Writing Prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. The Company shall, as promptly make available as practicable upon the occurrence of any event contemplated by the foregoing clause (iv), prepare a supplement or amendment to such Registration Statement, related prospectus or Free Writing Prospectus and furnish to each Holder participating in the holders of Registrable Securities included in offering to which such Registration Statement any relates a reasonable number of copies of such supplement to, or amendment; except that before filing with the Commission a amendment of, such Registration Statement or Statement, prospectus or any amendment or supplement theretoFree Writing Prospectus as may be necessary so that, including documents incorporated by reference, the Company shall furnish after delivery to the holders purchasers of such Registrable Securities included Securities, in such the case of the Registration Statement and Statement, it will not contain any untrue statement of a material fact or omit to the legal counsel for state any such holders, copies of all such documents proposed material fact required to be filed sufficiently in advance of filing stated therein or necessary to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereonmake the statements therein not misleading, and that in the Company shall not file any Registration Statement or case of such prospectus or amendment Free Writing Prospectus, it will not contain any untrue statement of a material fact or supplement theretoomit to state any material fact required to be stated therein or necessary to make the statements therein, including documents incorporated by referencein light of the circumstances under which they were made, to which such holders or their legal counsel shall objectnot misleading.

Appears in 5 contracts

Samples: Registration Rights Agreement (Mistral Acquisition CO), Registration Rights Agreement (Trian Acquisition I Corp.), Registration Rights Agreement (Trian Acquisition I Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filingBusiness Days, notify the holders of Registrable Securities included in such Registration Statement of such filingregistration statement, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the followingwriting: (i) when such Registration Statement has been filed or amended or supplemented and becomes effective; , (ii) when any post-effective amendment to such Registration Statement becomes effective; , (iii) the issuance or threatened issuance by the Commission of any stop order issued or threatened by the Commission (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); ) and (iv) of any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing (and in no event less than three (3) Business Days prior to filing) to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 4 contracts

Samples: Registration Rights Agreement (Levine Leichtman Capital Partners Ii Lp), Registration Rights Agreement (Quiznos Corp), Registration Rights Agreement (Overhill Farms Inc)

Notification. After the filing of a Registration Statement, the Company ParentCo shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company ParentCo shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company ParentCo shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 4 contracts

Samples: Addendum Agreement (Roth CH Acquisition I Co. Parent Corp.), Addendum Agreement (Roth CH Acquisition I Co. Parent Corp.), Investor Rights Agreement (Open Lending Corp)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two three (23) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 4 contracts

Samples: Form of Registration Rights Agreement (TortoiseEcofin Acquisition Corp. III), Registration Rights Agreement (SHF Holdings, Inc.), Addendum Agreement (Redbox Entertainment Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filingas soon as reasonably practical, notify the holders of Registrable Securities included in such Registration Statement of such filingfiling and the managing Underwriter or Underwriters, if applicable, and shall further notify such holders promptly and such managing Underwriter or Underwriters and, if requested, confirm such advice in writing writing, in all events within two (2) business days of as soon as reasonably practical after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall use best efforts to take all actions required to prevent the entry of such stop order or to remove it if entered); (iv) of the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Registrable Securities for sale in any jurisdiction, or the initiation or threatening of any proceeding for such purpose; (v) of the occurrence or existence of any pending corporate development with respect to the Company that the Company believes may be material and that, in the determination of the Company, makes it not in the best interest of the Company to allow continued availability of a Registration Statement or Prospectus (provided that any and all of such information shall remain confidential to each holder until such information otherwise becomes public, unless disclosure by a holder is required by law; provided, further, that notwithstanding each holder’s agreement to keep such information confidential, each such holder makes no acknowledgement that any such information is material, non-public information); and (ivvi) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, except in the case of registration under Section 2.2; the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 4 contracts

Samples: Registration Rights Agreement (JWC Acquisition Corp.), Registration Rights Agreement (Great American Group, Inc.), Registration Rights Agreement (Great American Group, Inc.)

Notification. After the filing of a Registration Statement, the Company Pubco shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two five (25) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Pubco shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Pubco shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, ; provided that such Investors and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectmust provide any comments promptly (and in any event within five (5) Business Days) after receipt of such documents.

Appears in 4 contracts

Samples: Registration Rights Agreement (Chijet Motor Company, Inc.), Registration Rights Agreement (Jupiter Wellness Acquisition Corp.), Registration Rights Agreement (Deep Medicine Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two five (25) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 4 contracts

Samples: Dekania Corp., Dekania Corp., Alpha Security Group CORP

Notification. After the filing of a Registration Statement, the Company Parent shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two three (23) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Parent shall take all actions required to prevent the entry of such stop order or to remove it if entered); (iv) subject to the last sentence of this Section 3.1.4, the occurrence or existence of any pending corporate development with respect to Parent that Parent believes may be material and that, in the determination of Parent’s Board of Directors, makes it not in the best interest of Parent to allow continued availability of such Registration Statement or any prospectus relating thereto; and (ivv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Parent shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any of such holders, Investors copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Parent shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, thereto to which such holders Investors or their legal counsel shall object. In no event shall any notification pursuant to this Agreement contain any information which would constitute material, non-public information regarding Parent or any of its subsidiaries.

Appears in 4 contracts

Samples: Registration Rights Agreement (Purple Innovation, Inc.), Registration Rights Agreement, Registration Rights Agreement (Purple Innovation, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 4 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)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Stockholders holding Registrable Securities included in such Registration Statement of such filing, and shall further notify the such holders Stockholders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Stockholders holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Stockholders holding Registrable Securities included in such Registration Statement and to the their legal counsel for any such holderscounsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Stockholders and their legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which any such holders or their Stockholder and its legal counsel shall object.

Appears in 4 contracts

Samples: Registration Rights Agreement (Millstream Acquisition Corp), Registration Rights Agreement (Millstream Acquisition Corp), Registration Rights Agreement (RGGPLS Holding, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 4 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two three (23) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including excluding documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 4 contracts

Samples: Registration Rights Agreement (Flexible Solutions International Inc), Registration Rights Agreement (Leo Holdings III Corp.), Registration Rights Agreement (Hims & Hers Health, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 4 contracts

Samples: Registration Rights Agreement (Constellation Alpha Capital Corp.), Form of Registration Rights Agreement (Constellation Alpha Capital Corp.), Agreement and Plan of Merger (Constellation Alpha Capital Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 4 contracts

Samples: Registration and Shareholder Rights Agreement (Leo Holdings Corp.), Registration and Shareholder Rights Agreement (Leo Holdings Corp.), Registration Rights Agreement (Regalwood Global Energy Ltd.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two three (23) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available upon request to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersholders who have requested such documents, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 4 contracts

Samples: Registration Rights Agreement (MBF Healthcare Acquisition Corp.), Registration Rights Agreement (MBF Healthcare Acquisition Corp.), Registration Rights Agreement (Bank Street Telecom Funding Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two five (25) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders Holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall reasonably object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Alpha Security Group CORP), Registration Rights Agreement (Alpha Security Group CORP), Registration Rights Agreement (Alpha Security Group CORP)

Notification. After the filing of a Registration Statementthe registration statement, the Company shall promptly, and in no event more than two (2) business days after such filingBusiness Days, notify the holders of Registrable Securities included in such Registration Statement of such filingregistration statement, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: writing, (i) when such Registration Statement registration statement becomes effective; , (ii) when any post-effective amendment to such Registration Statement registration statement becomes effective; , (iii) the issuance or threatened issuance by the Commission of any stop order issued or threatened by the SEC (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); ) and (iv) of any request by the Commission SEC for any amendment or supplement to such Registration Statement registration statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statementregistration statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, misleading and promptly make available to the holders of Registrable Securities included in such Registration Statement registration statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement registration statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement registration statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement registration statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, reference to which such holders or their legal counsel counsel, shall objectobject on a timely basis in light of the requirements of the Securities Act or any other applicable laws and regulations.

Appears in 3 contracts

Samples: Registration Rights Agreement (Levine Leichtman Capital Partners Ii Lp), Registration Rights Agreement (Levine Leichtman Capital Partners IV, L.P.), Registration Rights Agreement (Levine Leichtman Capital Partners Ii Lp)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Camden Learning CORP), Registration Rights Agreement (Camden Learning CORP), Registration Rights Agreement (National American University Holdings, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders Holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights and Lockup Agreement (DiamondHead Holdings Corp.), Registration Rights Agreement (Community Bankers Acquisition Corp.), Registration Rights Agreement (Community Bankers Acquisition Corp.)

Notification. After the filing of a Registration Statement, the The Company shall promptly, promptly (and in no any event more than within two (2) business days after such filing, Business Days) notify the holders of Registrable Securities included in a Registration Statement of the filing of such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the followingas well as: (ia) when such Registration Statement becomes effective; (iib) when any post-effective amendment to such Registration Statement becomes effective; (iiic) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered)order; and (ivd) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus thereto so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment. The Company shall further confirm any such advice in writing in all events within two (2) Business Days of the occurrence thereof. The Company shall take all actions required to remove any such stop order referenced above; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Symmetry Holdings Inc), Registration Rights Agreement (Symmetry Holdings Inc), Registration Rights Agreement (Symmetry Holdings Inc)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all commercially reasonable actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

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)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities Insider Shares included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (ia) when such Registration Statement becomes effective; (iib) when any post-effective amendment to such Registration Statement becomes effective; (iiic) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (ivd) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities Insider Shares included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities Insider Shares included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 3 contracts

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

Notification. After the filing of a Registration Statement or an amendment or supplement to any prospectus forming a part of such Registration Statement, the Company Parent shall promptly, and in no event more than two one (21) business days Business Day after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two one (21) business days Business Day of the occurrence of any of the following: (i) receipt of a comment letter from the Commission; (ii) notification by the Commission that the Registration Statement will not be reviewed or is no longer subject to further review and comments; (iii) when such Registration Statement becomes effective; (iiiv) when any post-effective amendment to such Registration Statement becomes effective; (iiiv) the issuance or threatened issuance by the Commission of any stop order (and the Company Parent shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (ivvi) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Parent shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Parent shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object. The Parent shall use its best efforts to prevent the issuance of any stop order or other suspension of effectiveness of a Registration Statement or the suspension of the qualification of any of the Registrable Securities for sale in any jurisdiction.

Appears in 3 contracts

Samples: Stock Purchase Agreement (AgEagle Aerial Systems Inc.), Registration Rights Agreement (AgEagle Aerial Systems Inc.), Registration Rights Agreement (AgEagle Aerial Systems Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two three (23) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders Holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Vantage Energy Services, Inc.), Registration Rights Agreement (Vantage Drilling CO), Registration Rights Agreement (Vantage Drilling CO)

Notification. After If a Shareholder has included Registrable Securities in a registration, after the filing of a the Registration Statement, the Company Trust shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement Shareholder of such filing, and shall further notify such holders Shareholder promptly and confirm such advice notification in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (iA) when such Registration Statement becomes effective; (iiB) when any post-effective amendment to such Registration Statement becomes effective; (iiiC) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Trust shall take all actions required use reasonable best efforts to prevent the entry of such stop order or to remove it if entered); and (ivD) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement Shareholder any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Trust shall furnish to the holders of Registrable Securities included in such Registration Statement Shareholder and to the legal counsel for any such holdersits counsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Shareholder and legal its counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Trust shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Shareholder or their legal its counsel shall reasonably object.

Appears in 3 contracts

Samples: Private Placement Purchase Agreement, Private Placement Purchase Agreement (Tremont Mortgage Trust), Private Placement Purchase Agreement (Tremont Mortgage Trust)

Notification. After the filing of a Registration Statement, the Company shall promptly, and but in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall use commercially reasonable efforts to take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Prime Acquisition Corp), Registration Rights Agreement (Selway Capital Acquisition Corp.), Registration Rights Agreement (BDH Acquisition Corp.)

Notification. After The Company shall notify the filing Holder as promptly as possible (and, in the case of (i)(A) below, not less than three (3) days prior to such filing) and (if requested by any such person) confirm such notice in writing no later than one (1) business day following the day (i)(A) when a Registration Statement, prospectus or any prospectus supplement or post-effective amendment to the registration statement is proposed to be filed; (B) when the Commission notifies the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement whether there will be a "review" of such filing, registration statement and shall further notify such holders promptly and confirm such advice whenever the Commission comments in writing in all events within two on such registration statement and (2C) business days of with respect to the occurrence of registration statement or any of post-effective amendment, when the following: (i) when such Registration Statement becomes same has become effective; (ii) when of any post-effective amendment request by the Commission or any other federal or state governmental authority for amendments or supplements to such Registration Statement becomes effectivethe registration statement or prospectus or for additional information; (iii) of the issuance or threatened issuance by the Commission of any stop order suspending the effectiveness of the registration statement covering any or all of the Warrant Shares or the initiation of any proceedings for that purpose; (and iv) of the receipt by the Company shall take all actions required of any notification with respect to prevent the entry suspension of the qualification or exemption from qualification of any of the Warrant Shares for sale in any jurisdiction, or the initiation or threatening of any proceeding for such stop order or to remove it if entered)purpose; and (ivv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an any event requiring that makes any statement made in the preparation of a supplement registration statement or amendment prospectus or any document incorporated or deemed to such be incorporated therein by reference untrue in any material respect or that requires any revisions to the registration statement, prospectus or other documents so that, as thereafter delivered to in the purchasers case of the securities covered by such Registration Statementregistration statement or the prospectus, such prospectus as the case may be, it will not contain an any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein therein, in the light of the circumstances under which they were made, not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Pacific Ethanol, Inc., Pacific Ethanol, Inc., Pacific Ethanol, Inc.

AutoNDA by SimpleDocs

Notification. After the filing of a Registration Statement, the Company Parent shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company Parent shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Parent shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Parent shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Fusion Welcome, S.A.), Registration Rights Agreement (Fusion Fuel Green PLC), Registration Rights Agreement (Fusion Fuel Green PLC)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two five (25) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, ; provided that such Investors and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectmust provide any comments promptly (and in any event within five (5) Business Days) after receipt of such documents.

Appears in 3 contracts

Samples: Registration Rights Agreement (New Horizon Aircraft Ltd.), Form of Registration Rights Agreement (Pono Capital Three, Inc.), Business Combination Agreement (Pono Capital Three, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (ia) when such Registration Statement becomes effective; (iib) when any post-effective amendment to such Registration Statement becomes effective; (iiic) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all reasonable actions required to prevent the entry of such stop order or to remove it if entered); and (ivd) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 3 contracts

Samples: Registration Rights Agreement (iStar Acquisition Corp.), Registration Rights Agreement (iStar Acquisition Corp.), Registration Rights Agreement (Global Entertainment & Media Holdings Corp)

Notification. After If a Requesting Party has included Registrable Securities in a registration, after the filing of a the Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement Requesting Party of such filing, and shall further notify such holders Requesting Party promptly and confirm such advice notification in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company shall take all actions required use reasonable best efforts to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement Requesting Party any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement Requesting Party and to the legal counsel for any such holdersits counsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Requesting Party and legal its counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Requesting Party or their legal its counsel shall reasonably object.

Appears in 3 contracts

Samples: Lock Up Agreement (Five Star Quality Care, Inc.), Consent Agreement (Senior Housing Properties Trust), ABP Acquisition LLC

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders holder(s) of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders holder(s) promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders holder(s) of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders holder(s) of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersholder(s), copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders holder(s) and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders holder(s) or their legal counsel shall object.

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.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two five (25) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any written comments by the Commission or any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that not less than two (2) Business Days before filing with the Commission a Registration Statement or prospectus not less than one (1) Business Day before the filing of any related Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall (x) furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide and (y) reasonably cooperate with such holders and legal their counsel and consider in good faith any comments received by such holders or their counsel with a reasonable opportunity respect to review such documents and comment thereon, and the Registration Statement or Prospectus. The Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectobject in good faith, provided that, the Company is notified of such objection in writing no later than two (2) Business Days after the holders have been so furnished copies of a Registration Statement or one (1) Business Day after the holders have been so furnished copies of any related Prospectus or amendments or supplements thereto.

Appears in 3 contracts

Samples: Registration Rights Agreement (Globalink Investment Inc.), Registration Rights Agreement (Globalink Investment Inc.), Registration Rights Agreement (Soundhound Ai, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two three (23) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Investor Rights Agreement (Janus International Group, Inc.), Addendum Agreement (Janus Parent, Inc.), Investor Rights and Lock Up Agreement (Immatics N.V.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleadingMisstatement, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that no less than five (5) days before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file consider such comments in good faith before filing any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Rubicon Technologies, Inc.), Agreement and Plan of Merger (Founder SPAC), Registration Rights Agreement (Omnichannel Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company PubCo shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Registrable Securities Investor, if included in such Registration Statement of such filing, and shall further notify such holders Investor promptly and confirm such advice in writing in all events within two five (25) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company PubCo shall take all actions reasonably required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities Investor, if included in such Registration Statement Statement, any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company PubCo shall furnish to the holders of Registrable Securities Investor, if included in such Registration Statement Statement, and to the legal counsel for any such holdersInvestor, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investor and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Relationship Agreement (Lanvin Group Holdings LTD), Share Subscription Agreement (Lanvin Group Holdings LTD), Relationship Agreement (Lanvin Group Holdings LTD)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Registration Rights Agreement (Renaissance Acquisition Corp.), Registration Rights Agreement (Renaissance Acquisition Corp.), Registration Rights Agreement (Renaissance Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company TopCo shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two one (21) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company TopCo shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company TopCo shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Rights and Lock Up Agreement (Alvotech), Addendum Agreement (Celtic Holdings SCA), Business Combination Agreement (Oaktree Acquisition Corp. II)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 3 contracts

Samples: Addendum Agreement (Interpace Biosciences, Inc.), Addendum Agreement (Interpace Biosciences, Inc.), Investor Rights Agreement (Interpace Diagnostics Group, Inc.)

Notification. After the filing of a Registration Statement, the Company Parent shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company Parent shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except . In the case where Parent, in its sole discretion, believes that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement theretoconfidentiality agreement is reasonably necessary, including documents incorporated by reference, the Company Parent shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to not be filed sufficiently in advance of filing obligated to provide such holders and legal counsel with to a reasonable opportunity to review such documents and comment thereonholder any information under this Section 3.1.4 until it receives an executed copy of a confidentiality agreement, and the Company shall not file in form reasonably requested by Parent, from any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectholder.

Appears in 2 contracts

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

Notification. After the filing of a such Registration Statement, the Company shall promptly, and in no event more than two three (23) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request after the effectiveness of such Registration Statement by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Xynomic Pharmaceuticals Holdings, Inc.), Registration Rights Agreement (Bison Capital Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two ten (210) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two ten (210) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal theirlegal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Healthcare Acquisition Corp), Registration Rights Agreement (Affinity Media International Corp.,)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) receipt of a comment letter from the Commission; (ii) notification by the Commission that the Registration Statement will not be reviewed or is no longer subject to further review and comments; (iii) when such Registration Statement becomes effective; (iiiv) when any post-effective amendment to such Registration Statement becomes effective; (iiiv) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (ivvi) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (EUDA Health Holdings LTD), Registration Rights Agreement (8i Acquisition 2 Corp.)

Notification. After the filing of a Registration Statement, the Company Domesticated SPAC shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two five (25) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company Domesticated SPAC shall take all commercially reasonable actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Domesticated SPAC shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Addendum Agreement (HH&L Acquisition Co.), Business Combination Agreement (HH&L Acquisition Co.)

Notification. After the filing of a Registration Statement, the Company Trust shall promptly, and in no event more than two (2) business days three Business Days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further promptly notify such holders promptly and confirm such advice in writing in all events within two (2) business days Holders of the occurrence, and in no event more than three Business Days after such occurrence of any of the followingfollowing and, if requested by any Holder, confirm such advice in writing: (ia) when such Registration Statement becomes effective; (iib) when any post-effective amendment to such Registration Statement becomes effective; (iiic) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered)order; and (ivd) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any a material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Trust shall furnish to the holders Holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Trust shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall reasonably object. The Trust shall use its reasonable best efforts to obtain the withdrawal of any order suspending the effectiveness or qualification of a Registration Statement or suspending or preventing the use of any related Prospectus at the earliest possible time.

Appears in 2 contracts

Samples: Registration Rights Agreement (Chesapeake Lodging Trust), Registration Rights Agreement (Chesapeake Lodging Trust)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Investors or their legal counsel shall object.

Appears in 2 contracts

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

Notification. After the filing of a Registration Statement, the Company Purchaser shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two three (23) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Purchaser shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Purchaser shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Purchaser shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Investors or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Greenland Acquisition Corp.), Registration Rights Agreement (JM Global Holding Co)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Bank Street Telecom Funding Corp.), Registration Rights Agreement (Bank Street Telecom Funding Corp.)

Notification. After the filing of a Registration Statement, the Company Paramount shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company Paramount shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Paramount shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Paramount shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Paramount Acquisition Corp), Stock Purchase Agreement (Paramount Acquisition Corp)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall use reasonable best efforts to take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Sapphire Industrials Corp.), Registration Rights Agreement (Sapphire Industrials Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders Holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders Holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders Holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Investor Rights Agreement (American Virtual Cloud Technologies, Inc.), Investor Rights Agreement (Ribbon Communications Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filingas soon as reasonably practical, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and the managing Underwriter or Underwriters and, if requested, confirm such advice in writing writing, in all events within two (2) business days of as soon as reasonably practical after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall use best efforts to take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, except in the case of registration under Section 2.2, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hf2 Financial Management Inc.), Registration Rights Agreement (Hf2 Financial Management Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement Statement, that have so requested in writing, and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Research Pharmaceutical Services, Inc.), Registration Rights Agreement (Research Pharmaceutical Services, Inc.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement Stockholder of such filing, and shall further notify such holders holder promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement Stockholder any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement Stockholder and to the legal counsel for any such holdersStockholder, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Stockholder and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (SAExploration Holdings, Inc.), Registration Rights Agreement (Trio Merger Corp.)

Notification. After If SVC has included Registrable Securities in a registration, after the filing of a the Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities included in such Registration Statement SVC of such filing, and shall further notify such holders SVC promptly and confirm such advice notification in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company shall take all actions required use reasonable best efforts to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein (in the light of the circumstances under which they were made) not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement SVC any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, not including Exchange Act filings or any documents or filings incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement SVC and to the legal counsel for any such holdersits counsel, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders SVC and legal its counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders SVC or their legal its counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Service Properties Trust), Management Agreement (Service Properties Trust)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all commercially reasonable actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including excluding documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including excluding documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Accretion Acquisition Corp.), Registration Rights Agreement (Accretion Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company Pubco shall promptly, and in no event more than two three (23) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two three (23) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Pubco shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Pubco shall furnish to the holders Investor holding the largest amount of Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersStatement, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel Investor with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (International General Insurance Holdings Ltd.), Registration Rights Agreement (Tiberius Acquisition Corp)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Investors or their legal counsel shall object.

Appears in 2 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by referencethereto with the Commission, the Company shall furnish to the those holders of Registrable Securities included in such Registration Statement who have so requested in writing and to the legal counsel for any such holders, holders copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Titanium Asset Management Corp), Investor Rights Agreement (Titanium Asset Management Corp)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities Capital Partners Shares and GTI Shares included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (ia) when such Registration Statement becomes effective; (iib) when any post-effective amendment to such Registration Statement becomes effective; (iiic) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (ivd) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities Capital Partners Shares and GTI Shares included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities Capital Partners Shares and GTI Shares included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

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

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two two, (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Federal Services Acquisition CORP), Registration Rights Agreement (Federal Services Acquisition CORP)

Notification. After the filing of a Piggy-Back Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such piggy-Back Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Piggy-Back Registration Statement becomes effective; (ii) when any post-effective amendment to such Piggy-Back Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Piggy-Back Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Piggy-Back Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Piggy-Back Registration Statement any such supplement or amendment; except that before filing with the Commission a Piggy-Back Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities included in such Piggy-Back Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: American Noble Gas, Inc., American Noble Gas, Inc.

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Holders whose Registrable Securities are included in such Registration Statement of such filing, and shall further notify such holders Holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall promptly take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Holders whose Registrable Securities are included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Holders whose Registrable Securities are included in such Registration Statement and to the legal counsel for any such holdersHolders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders Holders or their legal counsel shall reasonably object.;

Appears in 2 contracts

Samples: Registration Rights Agreement (Grindr Inc.), Registration Rights Agreement (Tiga Acquisition Corp.)

Notification. After the filing of a Registration Statement, the Company shall promptly, and in no event more than two (2) business days Business Days after such filing, notify the holders of Registrable Securities Restricted Shares included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days Business Days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities Restricted Shares included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company shall furnish to the holders of Registrable Securities Restricted Shares included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall reasonably object.

Appears in 2 contracts

Samples: Registration Rights Agreement (Staffmark Holdings, Inc.), Registration Rights Agreement (Atlas Industries Holdings LLC)

Notification. After the filing of a Registration StatementStatement pursuant to this Agreement, the Company Pubco shall promptly, and in no event more than two five (25) business days Business Days after such filing, notify the holders of Investors holding Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders Investors promptly and confirm such advice in writing in all events within two five (25) business days of Business Days after the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission SEC of any stop order (and the Company Pubco shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission SEC for any amendment or supplement to such Registration Statement or any prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Investors holding Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission SEC a Registration Statement or prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Pubco shall furnish to the holders of Investors holding Registrable Securities included in such Registration Statement and to the legal counsel for any such holdersInvestors, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders Investors and legal counsel with a reasonable opportunity to review such documents and comment thereon, ; provided that such Investors and the Company shall not file any Registration Statement or prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall objectmust provide any comments promptly (and in any event within five (5) Business Days) after receipt of such documents.

Appears in 2 contracts

Samples: Form of Registration Rights Agreement (AIB Acquisition Corp), Seller Registration Rights Agreement (NWTN, Inc.)

Notification. After the filing of a Registration Statement, the Company Purchaser shall promptly, and in no event more than two (2) business days after such filing, notify the holders of Registrable Securities included in such Registration Statement of such filing, and shall further notify such holders promptly and confirm such advice in writing in all events within two (2) business days of the occurrence of any of the following: (i) when such Registration Statement becomes effective; (ii) when any post-effective amendment to such Registration Statement becomes effective; (iii) the issuance or threatened issuance by the Commission of any stop order (and the Company Purchaser shall take all actions required to prevent the entry of such stop order or to remove it if entered); and (iv) any request by the Commission for any amendment or supplement to such Registration Statement or any prospectus Prospectus relating thereto or for additional information or of the occurrence of an event requiring the preparation of a supplement or amendment to such prospectus Prospectus so that, as thereafter delivered to the purchasers of the securities covered by such Registration Statement, such prospectus Prospectus will not contain an untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and promptly make available to the holders of Registrable Securities included in such Registration Statement any such supplement or amendment; except that before filing with the Commission a Registration Statement or prospectus Prospectus or any amendment or supplement thereto, including documents incorporated by reference, the Company Purchaser shall furnish to the holders of Registrable Securities included in such Registration Statement and to the legal counsel for any such holders, copies of all such documents proposed to be filed sufficiently in advance of filing to provide such holders and legal counsel with a reasonable opportunity to review such documents and comment thereon, and the Company Purchaser shall not file any Registration Statement or prospectus Prospectus or amendment or supplement thereto, including documents incorporated by reference, to which such holders or their legal counsel shall object.

Appears in 2 contracts

Samples: Business Combination Agreement (Oxus Acquisition Corp.), Registration Rights Agreement (Oxus Acquisition Corp.)

Time is Money Join Law Insider Premium to draft better contracts faster.