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 52 contracts
Samples: Registration Rights Agreement (Aerkomm Inc.), Registration Rights Agreement (IX Acquisition Corp.), Agreement and Plan of Merger (Global Business Travel Group, 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 (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 stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 21 contracts
Samples: Registration Rights Agreement (Roth CH Acquisition v Co.), Registration Rights Agreement (Hyzon Motors Inc.), Registration Rights Agreement (Decarbonization Plus Acquisition Corp III)
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 (ia) the shares or equity securities of Common Stock or other equity securitiesthe 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, (iib) the Registrable Securities as to which registration a Piggyback Registration has been requested pursuant to Section 2.2 hereof, hereof and (iiic) the shares or equity securities of Common Stock or other equity securitiesthe 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 shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 13 contracts
Samples: Registration Rights Agreement (Nabors Energy Transition Corp. II), Registration Rights Agreement (Nabors Energy Transition Corp. II), Registration Rights Agreement (TortoiseEcofin Acquisition Corp. III)
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 (ia) the shares or equity securities of Common Stock or other equity securitiesthe 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, (iib) the Registrable Securities as to which registration a Piggyback Registration has been requested pursuant to this Section 2.2 hereof, and (iiic) the shares or equity securities of Common Stock or other equity securitiesthe 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 shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 12 contracts
Samples: Registration Rights Agreement (Churchill Capital Corp IX/Cayman), Registration Rights Agreement (Churchill Capital Corp IX/Cayman), Registration Rights Agreement (Agriculture & Natural Solutions Acquisition Corp)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering Registration that is to be a Piggyback RegistrationRegistration (other than Underwritten Shelf Takedown), 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 the Class A Ordinary Shares that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securitiesClass A Ordinary Shares, 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 securitiesClass A Ordinary Shares, 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 11 contracts
Samples: Registration Rights Agreement (SHUAA Partners Acquisition Corp I), Form of Registration Rights Agreement (SHUAA Partners Acquisition Corp I), Form of Registration Rights Agreement (SHUAA Partners Acquisition Corp I)
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, 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 11 contracts
Samples: Registration Rights Agreement (Zeo Energy Corp.), Registration Rights Agreement (Zoomcar Holdings, Inc.), Letter Agreement (ESGEN 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 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 shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 10 contracts
Samples: Registration Rights Agreement (Genesis Growth Tech Acquisition Corp.), Registration Rights Agreement (Memic Innovative Surgery Ltd.), Registration Rights Agreement (MedTech 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 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 9 contracts
Samples: Registration Rights Agreement (Global Star Acquisition Inc.), Registration Rights Agreement (Coffee Holding Co Inc), Registration Rights Agreement (Dynamo Internacional Gestao De Recursos Ltda.)
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 8 contracts
Samples: Business Combination Agreement (Pyrophyte Acquisition Corp.), Registration Rights Agreement (Hammerhead Energy Inc.), Business Combination Agreement (Decarbonization Plus Acquisition Corp IV)
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 this Section 2.2 hereof, 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 8 contracts
Samples: Registration Rights Agreement (Dorchester Capital Acquisition Corp.), Registration Rights Agreement (Dorchester Capital Acquisition Corp.), Registration Rights Agreement (Black Mountain 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 8 contracts
Samples: Registration Rights Agreement (Zapata Computing Holdings Inc.), Stockholder Support Agreement (Andretti Acquisition Corp.), Registration Rights Agreement (Desktop Metal, 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 Company Shares or other equity securities Equity Securities that the Company desires to sell, taken together with (i) the shares of Common Stock Company Shares or other equity securitiesEquity 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, (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 Company Shares or other equity securitiesEquity 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 7 contracts
Samples: Shareholder and Registration Rights Agreement (Nabors Lux 2 S.a.r.l.), Shareholder and Registration Rights Agreement (Petrello Anthony G), Shareholder and Registration Rights Agreement (Vast Renewables LTD)
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 (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 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 7 contracts
Samples: Registration Rights Agreement (Live Oak Crestview Climate Acquisition Corp.), Registration Rights Agreement (Banner Acquisition Corp.), Form of Registration Rights Agreement (Live Oak Crestview Climate 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 2.02 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 other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 7 contracts
Samples: Registration Rights Agreement (Complete Solaria, Inc.), Registration Rights Agreement (FiscalNote Holdings, Inc.), Registration Rights Agreement (AdTheorent Holding Company, 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 equity securities of the Company that the Company desires to sell, taken together with (ia) the shares or equity securities of Common Stock or other equity securitiesthe 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, (iib) the Registrable Securities as to which registration a Piggyback Registration has been requested pursuant to Section 2.2 hereof, hereof and (iiic) the shares or equity securities of Common Stock or other equity securitiesthe 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 7 contracts
Samples: Registration Rights Agreement (Nabors Energy Transition Corp.), Registration Rights Agreement (Nabors Energy Transition Corp.), Registration Rights Agreement (Volta Inc.)
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 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 7 contracts
Samples: Registration Rights and Lock Up Agreement (Orchestra BioMed Holdings, Inc.), Registration Rights and Lock Up Agreement (Orchestra BioMed Holdings, Inc.), Registration Rights Agreement (Scilex Holding Company/De)
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 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 Persons 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 Persons other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 6 contracts
Samples: Registration Rights Agreement (African Agriculture Holdings Inc.), Agreement and Plan of Merger (10X Capital Venture Acquisition Corp. III), Registration Rights Agreement (Roth CH Acquisition IV Co.)
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, 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 6 contracts
Samples: Registration Rights Agreement (Kimbell Tiger Acquisition Corp), Registration Rights Agreement (Kimbell Tiger Acquisition Corp), Registration Rights Agreement (Kimbell Tiger Acquisition Corp)
Reduction of Piggyback Registration. If a Piggyback Registration is to be an Underwritten Offering and the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback RegistrationUnderwriters, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that that, in its opinion, the dollar amount or number of shares of Common Stock the Ordinary Shares or other equity securities that the Company desires to sell, taken together with (ia) 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 Persons 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 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 6 contracts
Samples: Registration Rights Agreement (Holdco Nuvo Group D.G Ltd.), Registration Rights Agreement (LAMF Global Ventures Corp. I), Registration Rights Agreement (Holdco Nuvo Group D.G Ltd.)
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 6 contracts
Samples: Registration Rights Agreement (SK Growth Opportunities Corp), Agreement and Plan of Merger (Magnum Opus Acquisition LTD), Registration Rights Agreement (Magnum Opus Acquisition LTD)
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 or advise NewCo 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 NewCo that the Company NewCo desires to sell, taken together with (i) the shares of Common Stock or other equity securitiessecurities of NewCo, 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, of this Agreement and (iii) the shares of Common Stock or other equity securitiessecurities of NewCo, 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 the Holders shareholders of Registrable Securities hereunderNewCo, exceeds the Maximum Number of Securities, then:
Appears in 5 contracts
Samples: Registration Rights Agreement (Spartan Acquisition Corp. III), Registration Rights Agreement (Allego N.V.), Registration Rights Agreement (Athena Pubco B.V.)
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 or other equity securities that the Company PubCo 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 3.2 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 stockholders of Registrable Securities hereunderPubCo, exceeds the Maximum Number of Securities, then:
Appears in 5 contracts
Samples: Investor Rights Agreement (KORE Group Holdings, Inc.), Investor Rights Agreement (KORE Group Holdings, Inc.), Investor Rights Agreement (KORE Group Holdings, 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 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 5 contracts
Samples: Registration Rights and Lock Up Agreement (Siebert Financial Corp), Registration Rights and Lock Up Agreement (Yu Peter), Registration Rights and Lock Up Agreement (Alvarium Tiedemann Holdings, Inc.)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters Underwriter(s) in an Underwritten Offering Registration that is to be a Piggyback RegistrationRegistration (other than Underwritten Shelf Takedown), in good faith, advises advise the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of the 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 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, (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 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 5 contracts
Samples: Registration Rights Agreement (Clean Earth Acquisitions Corp.), Registration Rights Agreement (Clean Earth Acquisitions Corp.), Registration and Stockholder Rights Agreement (Shelter Acquisition Corp I)
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, hereof 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 5 contracts
Samples: Registration Rights Agreement (Axioma Ventures, LLC), Registration Rights Agreement (Hyliion Holdings Corp.), Registration Rights Agreement (Tortoise 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, Registration 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 the PubCo Shares or other equity securities that the Company PubCo desires to sell, taken together with (ix) the shares of Common Stock PubCo 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, (iiy) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.8 hereof, and (iiiz) the shares of Common Stock PubCo 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 shareholders of Registrable Securities hereunderPubCo, exceeds the Maximum Number of Securities, then:
Appears in 4 contracts
Samples: Registration Rights Agreement (MoneyHero LTD), Registration Rights Agreement (MoneyHero LTD), Registration Rights Agreement (Bridgetown Holdings LTD)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in a Registration or 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, hereof 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 4 contracts
Samples: Registration Rights Agreement (Kandil Mostafa), Registration Rights Agreement (Queen's Gambit Holdings LLC), Registration Rights Agreement (Pivotal 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 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 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 4 contracts
Samples: Registration Rights Agreement (OmniLit Acquisition Corp.), Registration Rights Agreement (OmniLit Acquisition Corp.), Registration Rights Agreement (OmniLit 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 (and the FF Beneficial Investor) 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 4 contracts
Samples: Registration Rights Agreement (Nextnav Inc.), Registration Rights Agreement (Nextnav Inc.), Registration Rights Agreement (Nextnav 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 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 4 contracts
Samples: Registration Rights Agreement (Lilium N.V.), Business Combination Agreement (Qell Acquisition Corp), Business Combination Agreement and Plan of Merger (SC Health 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, Registration 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 (ix) 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, (iiy) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.8 hereof, and (iiiz) 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 4 contracts
Samples: Addendum Agreement (VinFast Auto Ltd.), Registration Rights Agreement (Black Spade Acquisition Co), Registration Rights Agreement (VinFast Auto Pte. Ltd.)
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 advise 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 2.02 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 other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 4 contracts
Samples: Registration Rights Agreement (C5 Investors General Partner LTD), Registration Rights Agreement (IronNet, Inc.), Registration Rights Agreement (LGL Systems 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 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 securities, if any, as to which Registration or a registered offering Shelf Takedown 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 Shelf Takedown 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 4 contracts
Samples: Registration Rights Agreement (Vertex Energy Inc.), Registration Rights Agreement (Apex Technology Acquisition Corp), Registration Rights Agreement (Apex Technology 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 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 4 contracts
Samples: Registration Rights Agreement (Global Gas Corp), Unit Purchase Agreement (Dune Acquisition Corp), Registration Rights Agreement (DTRT Health 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 the Holders of Registrable Securities hereunderSecurities, exceeds the Maximum Number of Securities, then:
Appears in 3 contracts
Samples: Registration Rights Agreement (Amplitude Healthcare Acquisition Corp), Registration Rights Agreement (Amplitude Healthcare Acquisition Corp), Subscription Agreement (Amplitude Healthcare 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 such Piggyback Registration in writing that the dollar amount or number of the 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, hereunder (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 subsection 2.3.1 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 hereunderSecurities, exceeds the Maximum Number of Securities, then:
Appears in 3 contracts
Samples: Registration Rights Agreement (iLearningEngines, Inc.), Registration Rights Agreement (Arrowroot Acquisition Corp.), Registration Rights Agreement (B. Riley Principal 150 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 Shares or other equity securities that the Company 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 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 3 contracts
Samples: Registration Rights Agreement (Niocorp Developments LTD), Registration Rights Agreement (Niocorp Developments LTD), Registration Rights Agreement (Niocorp Developments LTD)
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 advise(s) the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of Class A ordinary shares of Common Stock or other equity securities that the Company desires or the Demanding Holders desire to sell, taken together with (i) the number of Class A ordinary 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 Registration has been requested pursuant to Section 2.2 hereof, 2.2.1 and (iii) the number of Class A ordinary 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: Registration Rights Agreement (JATT Acquisition Corp), Registration Rights Agreement (MoonLake Immunotherapeutics), Registration Rights Agreement (Helix Acquisition Corp)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering Registration that is to be a Piggyback RegistrationRegistration (other than an Underwritten Shelf Takedown), in good faith, advises advise(s) 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 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 Persons 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 Ordinary Shares and 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 3 contracts
Samples: Registration Rights Agreement (Captivision Inc.), Registration Rights Agreement (Captivision Inc.), Registration Rights Agreement (Jaguar Global Growth Corp I)
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 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 3 contracts
Samples: Registration Rights Agreement (AST SpaceMobile, Inc.), Registration Rights Agreement (GCM Grosvenor Inc.), Registration Rights Agreement (GCM Grosvenor Inc.)
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 Eligible 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 Eligible 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 Eligible Holders of Registrable Securities hereunderSecurities, exceeds the Maximum Number of Securities, then:
Appears in 3 contracts
Samples: Registration Rights Agreement (Dih Holding Us, Inc.), Business Combination Agreement (Aurora Technology Acquisition Corp.), Registration Rights Agreement (Aurora Technology 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 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 3 contracts
Samples: Investor Rights Agreement (Sunlight Financial Holdings Inc.), Investor Rights Agreement (Spartan Acquisition Corp. II), Limited Liability Company 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 3 contracts
Samples: Registration Rights Agreement (American Battery Materials, Inc.), Registration Rights Agreement (Seaport Global Acquisition II Corp.), 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 such Piggyback Registration in writing that the dollar amount or number of shares of Common Stock or other equity securities the Ordinary Shares 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, hereunder (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 subsection 2.3.1 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 hereunderSecurities, exceeds the Maximum Number of Securities, then:
Appears in 3 contracts
Samples: Form of Registration Rights Agreement (Artemis Strategic Investment Corp), Agreement and Plan of Reorganization (Artemis Strategic Investment Corp), Agreement and Plan of Reorganization (Artemis Strategic Investment 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 advise the Company and the Holders Stockholders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of the Company Common Stock or other equity securities that the Company desires to sell, taken together with (i) the shares of the Company 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 Stockholders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof2.2, and (iii) the shares of the Company 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 stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 3 contracts
Samples: Registration Rights Agreement (Khan Nazar M.), Registration Rights Agreement (Stammtisch Investments LLC), Registration Rights Agreement (Ikonics 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 participating in the Piggyback Registration in writing that the dollar amount or number of the 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 2 contracts
Samples: Registration Rights Agreement (Citius Pharmaceuticals, Inc.), Registration Rights Agreement (TenX Keane Acquisition)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters Underwriter(s) in an Underwritten Offering Registration that is to be a Piggyback Registration, in good faith, Registration 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 (ix) 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, (iiy) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.7 hereof, and (iiiz) 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 2 contracts
Samples: Registration Rights Agreement (Lotus Technology Inc.), Registration Rights Agreement (L Catterton Asia Acquisition Corp)
Reduction of Piggyback Registration. If a Piggyback Registration is to be an Underwritten Offering and the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback RegistrationUnderwriters, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that that, in its opinion, the dollar amount or number of shares of the Common Stock Shares or other equity securities that the Company desires to sell, taken together with (ia) 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, (iib) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.3 hereof, and (iiic) 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 shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Form of Registration Rights Agreement (Tradestation Group Inc), Agreement and Plan of Merger (Quantum FinTech 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 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 a 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 other than stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (VASO Corp), Registration Rights Agreement (Achari Ventures Holdings Corp. I)
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 2 contracts
Samples: Registration Rights Agreement (SES AI Corp), 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 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 stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (Solid Power, Inc.), Business Combination Agreement and Plan of Reorganization (Decarbonization Plus Acquisition Corp III)
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 2 contracts
Samples: Registration and Stockholder Rights Agreement (Gelesis Holdings, Inc.), Business Combination Agreement (Capstar Special Purpose 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 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 this Section 2.2 hereof2.3, 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 2 contracts
Samples: Business Combination Agreement (Maquia Capital Acquisition Corp), Registration Rights and Lock Up Agreement (Quantum FinTech 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 Class A Common Stock or other equity securities that the Company desires to sell, if any, 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 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: Agreement and Plan of Merger (FAST Acquisition Corp.), Registration Rights Agreement (FAST 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 Class A Common Stock or other equity securities that the Company desires or the Demanding Holders desire 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 Registration has been requested pursuant to this 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 registration rights of persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (Marketwise, Inc.), Joinder Agreement (Ascendant Digital Acquisition Corp.)
Reduction of Piggyback Registration. If Subject to Section 2.2.3, if the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company HoldCo and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of shares of Common Stock HoldCo Shares or other equity securities that the Company HoldCo desires to sell, taken together with (i) the shares of Common Stock HoldCo 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 HoldCo 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 2 contracts
Samples: Registration Rights Agreement (LiveWire Group, Inc.), Registration Rights Agreement (Harley-Davidson, Inc.)
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, Registration advises the Company Acquiror 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 Acquiror Shares or other equity securities that the Company Acquiror desires to sell, taken together with (ix) the shares of Common Stock Acquiror 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, (iiy) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.8 hereof, and (iiiz) the shares of Common Stock Acquiror 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 shareholders of Registrable Securities hereunderAcquiror, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Business Combination Agreement (Fat Projects Acquisition Corp), Addendum Agreement (Fat Projects 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 Investors 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 Investors 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 2 contracts
Samples: Registration Rights Agreement (Fathom Digital Manufacturing), Business Combination Agreement (Altimar 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 or the Demanding Holders desire 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 Persons other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration Registration has been requested pursuant to this 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 registration rights of persons or entities Persons other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (Intuitive Machines, Inc.), Registration Rights Agreement (Inflection Point 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 advise(s) the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that the dollar amount or number of ordinary shares of Common Stock or other equity securities that the Company desires or the Demanding Holders desire to sell, taken together with (i) the number of ordinary 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 Registration has been requested pursuant to Section 2.2 hereof, 2.2.1 and (iii) the number of ordinary 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 2 contracts
Samples: Registration Rights Agreement (Zura Bio LTD), Registration Rights Agreement (JATT 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 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 stockholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (Gesher I Acquisition Corp.), Registration Rights Agreement (Global SPAC Partners Co,)
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: Agreement and Plan of Merger (Unique Logistics International, Inc.), Agreement and Plan of Merger (Edify 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, 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 2 contracts
Samples: Registration Rights Agreement (Talkspace, Inc.), Registration Rights Agreement (Hudson Executive Investment 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 Class A Ordinary Shares or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock Company Class A 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 2.02(a) hereof, and (iii) the shares of Common Stock Company Class A 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 2 contracts
Samples: Registration Rights Agreement (Provident Acquisition Corp.), Registration Rights Agreement (Provident 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 Persons other than the Holders of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration has been requested pursuant to 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 2 contracts
Samples: Registration Rights Agreement (Nuvation Bio Inc.), Registration Rights Agreement (Panacea 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 Shares or other equity securities that the Company 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 Persons 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 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 Persons other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Shareholder’s Agreement (Bungeltd), Shareholder’s Agreement (Bungeltd)
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, of this Agreement 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 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 2 contracts
Samples: Registration Rights Agreement (EVgo Inc), Letter Agreement (Climate Change Crisis Real Impact I 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 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 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 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 other persons or entities other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (LumiraDx LTD), Registration Rights Agreement (LumiraDx LTD)
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 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 securitiessecurities of the Company, 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 2 contracts
Samples: Registration Rights Agreement (Pine Technology Acquisition Corp.), Registration and Stockholder Rights Agreement (Transfix Holdings, 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 the 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 securitiesStock, 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 inclusion has been requested pursuant to Section 2.2 hereof, and (iii) the shares of Class A Common Stock or other equity securitiesStock, if any, as to which Registration or a registered offering inclusion 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: Registration Rights Agreement (Fisker Inc./De), Letter Agreement (Spartan Energy 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 Holdco and the Holders Investors 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 Holdco 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 Investors of Registrable Securities hereunder, (ii) the Registrable Securities as to which registration 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 Investors of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Investor Rights Agreement (NewAmsterdam Pharma Co N.V.), Business Combination Agreement (Frazier Lifesciences Acquisition Corp)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering Registration that is to be a Piggyback RegistrationRegistration (other than an Underwritten Shelf Takedown), 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 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, (ii) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 hereof, hereof and (iii) the shares of Class A 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: Registration and Stockholder Rights Agreement (CBRE Acquisition Holdings, Inc.), Registration and Stockholder Rights Agreement (CBRE Acquisition Holdings, Inc.)
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 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, 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 other than the Holders of Registrable Securities hereunder, exceeds the Maximum Number of Securities, then:
Appears in 2 contracts
Samples: Registration Rights Agreement (PLAYSTUDIOS, Inc.), Registration Rights Agreement (PLAYSTUDIOS, 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 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 2 contracts
Samples: Registration Rights Agreement (PHP Ventures Acquisition Corp.), Registration Rights Agreement (Vision Sensing 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 Pubco Shares or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock Pubco 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 Pubco 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: Registration Rights Agreement (Alkuri Global 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 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: Agreement and Plan of Merger (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 Common Stock the 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 2.2 hereof, and (iii) the shares of Common Stock Ordinary Shares or other equity securities, if any, as to which a 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: Amended and Restated Registration Agreement (Lavoro LTD)
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, 2.2 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
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 the 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:: EXECUTION VERSION
Appears in 1 contract
Samples: Registration Rights Agreement (Vemanti Group, 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 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 PubCo Securities or other equity securities that the Company PubCo desires to sell, taken together with (i) the shares of Common Stock PubCo Securities or other equity securities, if any, as to which Registration or a registered offering has been demanded pursuant to under separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunderSecurities, (ii) the Registrable Securities as to which registration has been requested pursuant to under Section 2.2 hereof2.2, and (iii) the shares of Common Stock PubCo Securities or other equity securities, if any, as to which Registration or a registered offering has been requested pursuant to under separate written contractual piggy-back registration rights of persons or entities other than the Holders shareholders of Registrable Securities hereunderPubCo, exceeds the Maximum Number of Securities, then:
Appears in 1 contract
Samples: Registration Rights Agreement (RCF Acquisition Corp.)
Reduction of Piggyback Registration. If Subject to Section 2.2.3, if the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, Registration 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 Company Ordinary Shares or other equity securities Equity Securities that the Company desires to sell, taken together with (i) the shares of Common Stock Company Ordinary Shares or other equity securitiesEquity 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, (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 securitiesEquity 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
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 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 securities, if any, as to which Registration or a registered offering Shelf Takedown has been demanded pursuant to separate written contractual arrangements with persons or entities other than the Holders of Registrable Securities hereunderhereunder (including pursuant to the May 2022 Registration Rights Agreement), (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 Shelf Takedown 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 (including pursuant to the May 2022 Registration Rights Agreement), exceeds the Maximum Number of Securities, then:
Appears in 1 contract
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, Registration 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 the PubCo Shares or other equity securities that the Company PubCo desires to sell, taken together with (ix) the shares of Common Stock PubCo 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, (iiy) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.8 hereof, and (iiiz) the shares of Common Stock PubCo 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 piggyback registration rights of persons or entities other than the Holders shareholders of Registrable Securities hereunderPubCo, exceeds the Maximum Number of Securities, then:
Appears in 1 contract
Samples: Registration Rights Agreement (Prenetics Global LTD)
Reduction of Piggyback Registration. If Subject to Section 2.2.3, if the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback Registration, in good faith, advises the Company New 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 New PubCo Shares or other equity securities that the Company New PubCo desires to sell, taken together with (i) the shares of Common Stock New PubCo 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 New PubCo 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: Registration Rights and Lock Up Agreement (Everest Consolidator 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 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 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: Registration Rights Agreement (Clover Health Investments, Corp. /De)
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 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, 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: Registration Rights Agreement (ChargePoint Holdings, Inc.)
Reduction of Piggyback Registration. If the managing Underwriter or Underwriters in an Underwritten Offering Registration that is to be a Piggyback RegistrationRegistration (other than an Underwritten Shelf Takedown), 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 the Class A Ordinary Shares that the Company desires to sell, taken together with (i) the shares of Common Stock or other equity securitiesClass A Ordinary Shares, 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 securitiesClass A Ordinary Shares, 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: Registration and Shareholder Rights Agreement (Israel Amplify Program 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 NewCo 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 NewCo that the Company NewCo desires to sell, taken together with (i) the shares of Common Stock or other equity securitiessecurities of NewCo, 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 NewCo, 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 the Holders shareholders of Registrable Securities hereunderNewCo, exceeds the Maximum Number of Securities, then:
Appears in 1 contract
Samples: Business Combination Agreement and Plan of Reorganization (First Reserve Sustainable Growth Corp.)
Reduction of Piggyback Registration. If a Piggyback Registration is to be an Underwritten Offering and the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback RegistrationUnderwriters, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that that, in its opinion, the dollar amount or number of shares of the Company Class A Common Stock or other equity securities that the Company desires to sell, taken together with (ia) the shares of Company 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 Persons 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 Company 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 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: Registration Rights Agreement (Coliseum 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 hereof2.2.1, 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
Reduction of Piggyback Registration. If a Piggyback Registration is to be an Underwritten Offering and the managing Underwriter or Underwriters in an Underwritten Offering that is to be a Piggyback RegistrationUnderwriters, in good faith, advises the Company and the Holders of Registrable Securities participating in the Piggyback Registration in writing that that, in its opinion, the dollar amount or number of shares of Common Stock the Ordinary Shares or other equity securities that the Company desires to sell, taken together with (ia) 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, (iib) the Registrable Securities as to which registration has been requested pursuant to Section 2.2 2.3 hereof, and (iiic) 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 shareholders of the Holders of Registrable Securities hereunderCompany, exceeds the Maximum Number of Securities, then:
Appears in 1 contract
Samples: Form of Registration Rights Agreement (Thunder Bridge Capital Partners IV, 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 advise 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 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: Agreement and Plan of Merger (Cartica 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 Series 1 Preferred Stock or other equity securities Redeemable Preferred Stock that the Company desires to sell, taken together with (i) the shares of Common Series 1 Preferred Stock or other equity securitiesRedeemable Preferred Stock, 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 Series 1 Preferred Stock or other equity securitiesRedeemable Preferred Stock, 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: Registration Rights Agreement (SoFi Technologies, 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 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 2.3 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 1 contract
Samples: Registration Rights Agreement (Wheels Up Experience 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 the Common Stock Shares or other equity securities that the Company 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, hereunder (ii) the Registrable Securities Common Shares or other equity securities, if any, as to which registration has been requested pursuant to Section 2.2 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 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: Registration Rights Agreement (ONESPAWORLD HOLDINGS LTD)
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 Parent 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 Parent 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: Registration Rights and Lock Up Agreement (Indie Semiconductor, Inc.)
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 Company Securities or other equity securities that the Company desires to sell, taken together with (i) the shares of Common Stock Company Securities 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 this Section 2.2 hereof2.3, and (iii) the shares of Common Stock Company Securities 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: Registration Rights and Lock Up Agreement (Golden Falcon 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 2.3 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 1 contract
Samples: Shareholder Rights Agreement (Pathfinder 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 Shares or other equity securities that the Company 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 2.2 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: Registration Rights Agreement (GX Acquisition Corp. II)
