Common use of Reduction of Piggyback Registration Clause in Contracts

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:

Appears in 3 contracts

Samples: Merger Agreement (CSLM Acquisition Corp.), Business Combination Agreement (Good Works II Acquisition Corp.), Merger Agreement (Broadscale Acquisition Corp.)

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Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering Registration that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity the securities that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other stockholders of the Company other than the Holders of Registrable Securities hereunderSecurities, exceeds the Maximum Number of Securities, then:

Appears in 2 contracts

Samples: Merger Agreement (Unique Logistics International, Inc.), Merger Agreement (Edify Acquisition Corp.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering Registration that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities and PDC Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of the Common Stock or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securitiesStock, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, and PDC Registrable Securities hereunder (ii) the Registrable Securities and PDC Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock or other equity securitiesStock, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 2 contracts

Samples: Equity Purchase Agreement (Paperweight Development Corp), Equity Purchase Agreement (Hicks Acquisition CO II, Inc.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other the equity securities of the Company that the Company desires to sell, taken together with (ia) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering Underwritten Offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (iib) the Registrable Securities as to which registration Registration or Underwritten Offering has been requested pursuant to Section 2.2 hereof, and (iiic) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering Underwritten Offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 2 contracts

Samples: Unit Purchase Agreement (Dune Acquisition Corp), Merger Agreement (Dune Acquisition Corp)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (Andretti Acquisition Corp.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock the Company Ordinary Shares or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock Company Ordinary Shares or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock Company Ordinary Shares or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Merger Agreement (Poema Global Holdings Corp.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock Ordinary Shares or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock Ordinary Shares or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock Ordinary Shares or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (SC Health Corp)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other the equity securities of the Company that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering Underwritten Offering has been demanded pursuant to separate written contractual arrangements with persons or entities Persons other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration Registration or Underwritten Offering has been requested pursuant to Section 2.2 hereof, subsection 2.2.1 of this Agreement and (iii) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering Underwritten Offering has been requested pursuant to separate written contractual piggy-back piggyback registration rights of persons or entities other than stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (Spartan Acquisition Corp. II)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities that the Company desires to sell, taken together with (iA) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (iiB) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iiiC) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (Pioneer Merger Corp.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other the equity securities of the Company that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering Underwritten Offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration Registration or Underwritten Offering has been requested pursuant to Section 2.2 hereof, of this Agreement and (iii) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering Underwritten Offering has been requested pursuant to separate written contractual piggy-back piggyback registration rights of persons or entities other than shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (Pyrophyte Acquisition Corp.)

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Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company PubCo and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock Shares or other equity securities that the Company PubCo desires to sell, taken together with (i) the shares of Common Stock Shares or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 3.2 hereof, and (iii) the shares of Common Stock Shares or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Merger Agreement (Mudrick Capital Acquisition Corp. II)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Class A Common Stock or other equity securities that the Company desires to sell, taken together with (i) the shares of Class A Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Class A Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back piggyback registration rights of persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (Ivanhoe Capital Acquisition Corp.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities of the Company that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering the Underwritten Offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration a Piggyback Registration has been requested pursuant to Section 2.2 hereof, β€Ž2.2 of this Agreement and (iii) the shares of Common Stock or other equity securitiessecurities of the Company, if any, as to which Registration or a registered offering inclusion in the Underwritten Offering has been requested pursuant to separate written contractual piggy-back piggyback registration rights of persons or entities other than stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Merger Agreement (Tlgy Acquisition Corp)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back piggyback registration rights of persons or entities stockholders of the Company other than the Holders of Registrable Securities hereunderSecurities, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Merger Agreement (Denali Capital Acquisition Corp.)

Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities that the Company desires or the Demanding Holders desire to sell, taken together with (i) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to separate written contractual arrangements with persons or entities Persons other than the Holders of Registrable Securities hereunder, hereunder (ii) the Registrable Securities as to which registration Registration has been requested pursuant to this Section 2.2 hereof2.2, and (iii) the shares of Common Stock or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to separate written contractual piggy-back registration rights of persons or entities Persons other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:

Appears in 1 contract

Samples: Business Combination Agreement (Inflection Point Acquisition Corp. II)

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