Common use of Request for Registration Clause in Contracts

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 6 contracts

Samples: Registration Rights Agreement (Energy Cloud I Acquisition Corp), Registration Rights Agreement (Energy Cloud I Acquisition Corp), Registration Rights Agreement (Brilliant Acquisition Corp)

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Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination (as defined in the Company’s Registration Statement with respect to its initial public offering) with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Tremisis Energy Acquisition CORP II), Registration Rights Agreement (Tremisis Energy Acquisition CORP II), Registration Rights Agreement (Global Alternative Asset Management, Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesAnnouncement Date, the holders of a majorityMajority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliatestransferees, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of the Private Placement Warrants and Private Placement Warrant Shares (the “First Demand Registration”); provided, however, such Demand Registration shall not be declared effective by the Commission until after the First Release Date. At any time and from time to time on or after the Second Release Date, the holders of a Majority-in-interest held by the Investors or their Founder Sharestransferees, Representative Shares, Private may make a written demand for registration under the Securities Act of all or part of the Registrable Securities (or underlying securities)the “Second Demand Registration” and together with the First Demand Registration, Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities Securities, as applicable, proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demandDemand Registration, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of (i) one (1) Demand Registration prior to the First Release Date and (ii) not more than two (2) Demand Registrations prior to the Second Release Date under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 5 contracts

Samples: Registration Rights Agreement (Stone Tan China Acquisition Corp.), Registration Rights Agreement (Arcade Acquisition Corp.), Registration Rights Agreement (Stone Tan China Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 5 contracts

Samples: Form of Registration Rights Agreement (Petra Acquisition Inc.), Form of Registration Rights Agreement (Petra Acquisition Inc.), Form of Registration Rights Agreement (Petra Acquisition Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) is three months prior to the Release Date with respect to the Founder Shares or (ii) the date that the Company consummates a Business Combination with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Warrants (or underlying securitiesCommon Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Warrants (or underlying securitiesCommon Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 5 contracts

Samples: Registration Rights Agreement (Springwater Special Situations Corp.), Registration Rights Agreement (Springwater Special Situations Corp.), Registration Rights Agreement (Springwater Special Situations Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or any underlying securities), Over-Allotment Warrants (or any underlying securities), Working Capital Warrants (or any underlying securities) and Working Capital Representative Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 4 contracts

Samples: Registration Rights Agreement (Galileo Acquisition Corp.), Registration Rights Agreement (Galileo Acquisition Corp.), Registration Rights Agreement (TKK SYMPHONY ACQUISITION Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Date, any holder of Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration (a “Demand”) under the Securities Act of all or part of their Founder Shares, Representative Shares, Private its Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Each Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) methods of distribution thereof. The Company will notify promptly give written notice to all holders of Registrable Securities of the demand, and each such Demand. Each other holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the such Demand Registration (each such other holder including shares of who wishes to include Registrable Securities in such registrationDemand Registration, together with the holder who makes such Demand, a “Demanding Holder”) shall so notify must give written notice to that effect to the Company within fifteen (15) days after the receipt by the such holder of the such notice from the Company. Upon any Such notice from such request, other holder must specify the number of Registrable Securities proposed to be sold by such other holder and the intended methods of distribution thereof. The Demanding Holders shall be entitled to have their the Registrable Securities (covered by such Demand and their notices) included in the such Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect effect, under this Section 2.1.1 in respect of Registrable Securities, (a) any Demand Registration unless (i) the Demanding Holders propose to sell an aggregate of at least (x) $5,000,000 of Registrable Securities (based on the closing price of common equity securities of the Company in the principal trading market therefor on a date specified in such Demand within thirty (30) days prior to the date of such Demand) or (y) 1% of the then outstanding securities of the Company and (ii) at least 20% of the Registrable Securities are covered by such Demand and notices or (b) more than (x) one Demand Registration during any consecutive nine (9) month period or (y) an aggregate of two (2) Demand Registrations under Registrations. The Company may include in any Demand Registration additional Equity Interests for sale for its own account or for the account of any other Person who has been granted piggyback registration rights. If the Company receives conflicting instructions, notices or elections from two (2) or more Persons with respect to the same Registrable Securities, then the Company may act upon the basis of the instructions, notice or election received from the registered owner of such Registrable Securities. No holder of Registrable Securities may make a Demand pursuant to this Section 2.1.1 in respect 2.1 at any time after the seventh (7th) anniversary of all Registrable Securitiesthe Release Date.

Appears in 4 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), $15 Exercise Price Sponsor Warrants (or underlying shares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), Working Capital Securities $15 Exercise Price Sponsor Warrants (or underlying securitiesshares of Common Stock) and Working Capital Units (or underlying shares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), $15 Exercise Price Sponsor Warrants (or underlying shares of Common Stock), Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 4 contracts

Samples: Registration Rights Agreement (Jensyn Acquisition Corp.), Registration Rights Agreement (Jensyn Acquisition Corp.), Registration Rights Agreement (1347 Capital Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Black Ridge Oil & Gas, Inc.), Registration Rights Agreement (Black Ridge Acquisition Corp.), Registration Rights Agreement (Black Ridge Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities(i) the Insider Warrants (or Ordinary Shares underlying the Insider Warrants) and (ii) the Insider Shares, the holders of a majority-in-interest of such Founder the (a) Insider Warrants (or Ordinary Shares underlying the Insider Warrants) and (b) Insider Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may each make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private such Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of such Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will then notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company of the number and type of Registrable Securities for which registration is requested within fifteen (15) calendar days after of the receipt by the holder of the such notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration with respect to the Insider Warrants (or Ordinary Shares underlying the Insider Warrants) and one (1) Demand Registration with respect to the Insider Shares under this Section 2.1.1 in respect of all Registrable Securities2.1.1.

Appears in 3 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Highland Acquisition Corp), Registration Rights Agreement (Capitol Acquisition Corp. III), Registration Rights Agreement (Capitol Acquisition Corp. III)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), and Working Capital Securities Units (or underlying securities) ), or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) ), or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Archimedes Tech Spac Partners Co), Registration Rights Agreement (Archimedes Tech Spac Partners Co), Registration Rights Agreement (Archimedes Tech Spac Partners Co)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Better World Acquisition Corp.), Registration Rights Agreement (Merida Merger Corp. I), Registration Rights Agreement (Merida Merger Corp. I)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Commission Units (or underlying Ordinary Shares) and Working Capital Securities Units (or underlying securitiesOrdinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Commission Units (or underlying Ordinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Commission Units (or underlying Ordinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (E-Compass Acquisition Corp.), Registration Rights Agreement (E-Compass Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative SharesPrivate Units (or underlying securities), Private Securities Warrants (or underlying securities), Working Capital Units (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative SharesPrivate Units (or underlying securities), Private Securities Warrants (or underlying securities), Working Capital Securities Units (or underlying securities), Working Capital Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative SharesPrivate Units (or underlying securities), Private Securities Warrants (or underlying securities), Working Capital Securities Units (or underlying securities), Working Capital Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Greenrose Acquisition Corp), Registration Rights Agreement (Greenrose Acquisition Corp), Registration Rights Agreement (Greenrose Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) Shares or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the IPO Registration Statement (the “Effective Date”) with respect to the Placement Warrants, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Shares, Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Placement Rights (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Shares, Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Placement Rights (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationRegistration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.), Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.), Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founder’s Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founder’s Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the InvestorsSponsor, officers or directors of the Company or their affiliates, or the transferees of the Investors Sponsor, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founder’s Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Akerna Corp.), Registration Rights Agreement (MTech Acquisition Corp), Registration Rights Agreement (MTech Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Private Shares, Private Securities Rights (or underlying securities), Working Capital Loan Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Private Shares, Private Securities Rights (or underlying securities), Working Capital Loan Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen three (153) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Aimei Health Technology Co., Ltd.), Registration Rights Agreement (Aimei Health Technology Co., Ltd.), Registration Rights Agreement (Aimei Health Technology Co., Ltd.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Fusion Fuel Green LTD), Registration Rights Agreement (HL Acquisitions Corp.), Registration Rights Agreement (HL Acquisitions Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Loan Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Loan Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Loan Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Alberton Acquisition Corp), Registration Rights Agreement (Alberton Acquisition Corp), Registration Rights Agreement (Alberton Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the First Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-majority in interest of such Founder the Unit Shares, Representative Sharesthe Warrants and the Warrant Shares collectively, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (a "Demand Registration"). At any time and from time to time on or underlying securities)after the Second Release Date, Working Capital Securities (the holders of a majority in interest of the Initial Investor Shares may request a Demand Registration for all or underlying securities) or other part of their Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demanda requested Demand Registration, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a "Demanding Holder") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of on (1) Demand Registration at the request of the holders of the Unit Shares, the Warrants and the Warrant Shares, collectively two (2) Demand Registrations at the request of the holders of the Initial Investor Shares, in each case, under this Section 2.1.1 in respect of all Registrable Securities.2.1.1

Appears in 3 contracts

Samples: Registration Rights Agreement (Vector Intersect Security Acquisition Corp.), Registration Rights Agreement (Vector Intersect Security Acquisition Corp.), Registration Rights Agreement (Vector Intersect Security Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, (i) the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, or (ii) Cantor Xxxxxxxxxx & Co. or its designees (“Cantor”), may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities including the one (1) Demand Registration on behalf of Cantor.

Appears in 2 contracts

Samples: Registration Rights Agreement (Allegro Merger Corp.), Registration Rights Agreement (Harmony Merger Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Novus Capital Corp), Registration Rights Agreement (Novus Capital Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities(i) the Insider Warrants (or Common Stock underlying the Insider Warrants) and (ii) the Insider Shares, the holders of a majority-in-interest of such Founder the (a) Insider Warrants (or Common Stock underlying the Insider Warrants) and (b) Insider Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may each make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private such Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of such Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will then notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company of the number and type of Registrable Securities for which registration is requested within fifteen (15) calendar days after of the receipt by the holder of the such notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two one (21) Demand Registrations Registration with respect to the Insider Warrants (or Common Stock underlying the Insider Warrants) and one (1) Demand Registration with respect to the Insider Shares under this Section 2.1.1 in respect of all Registrable Securities2.1.1.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nautilus Marine Acquisition Corp), Registration Rights Agreement (Nautilus Marine Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), ) and Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), ) and Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Newbury Street Acquisition Corp), Registration Rights Agreement (Newbury Street Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Ordinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares) or the Insider Warrants (and underlying Ordinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares), Insider Warrants (and underlying Ordinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesOrdinary Shares), Working Capital Securities Units (or underlying securitiesOrdinary Shares), the Insider Warrants (and underlying Ordinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founder’s Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founder’s Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founder’s Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Proficient Alpha Acquisition Corp), Registration Rights Agreement (Proficient Alpha Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or any underlying securities), Over-Allotment Units (or any underlying securities), Working Capital Units (or any underlying securities) and Working Capital Representative Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand demand, on no more than two occasions, for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Twelve Seas Investment Co), Registration Rights Agreement (Twelve Seas Investment Co)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Representative Shares, Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Insider Securities (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”"DEMAND REGISTRATION"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Harbor Business Acquisition Corp.), Registration Rights Agreement (Highpoint Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (1) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vickers Vantage Corp. I), Registration Rights Agreement (Vickers Vantage Corp. I)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) ), and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date expiration of the lockup period (as described in the Registration Statement) with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) ), or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Draper Oakwood Technology Acquisition Inc.), Registration Rights Agreement (Draper Oakwood Technology Acquisition Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Sponsor’s Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Sponsor’s Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Sponsor’s Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Capitol Acquisition Corp. II), Registration Rights Agreement (Capitol Acquisition Corp. II)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of at least a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Fortune Joy International Acquisition Corp), Registration Rights Agreement (Fortune Joy International Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Placement Warrants (or underlying securitiesOrdinary Shares) and Working Capital Securities Warrants (or underlying securitiesOrdinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of each of such Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities Warrants (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities Warrants (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Andina Acquisition Corp), Registration Rights Agreement (Andina Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three nine months prior to after the Release Date consummation of a Business Combination with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (1) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of common stock) and Working Capital Securities Over-Alltoment Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities shares of common stock) and Over-Alltoment Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities shares of common stock) and Over-Alltoment Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) is three months prior to the Release Date with respect to the Founder Shares or (ii) the date that the Company consummates a Business Combination with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities Warrants (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities Warrants (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (10) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Gesher I Acquisition Corp.), Registration Rights Agreement (Gesher I Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Founders’ Units (or underlying securities) and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Founders’ Units (or underlying securities), Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a Demand RegistrationRegistration ”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will within 10 days of the Company’s receipt of the Demand Registration notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a Demanding HolderHolder ”) shall so notify the Company within fifteen ten (1510) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

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

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationRegistration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Lightjump Acquisition Corp), Registration Rights Agreement (Lightjump Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) is three months prior to the Release Date with respect to all other any Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other the Registrable Securities, as the case may be, held by the Investors or the Permitted Transferees of the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital provided that the estimated market value of Registrable Securities (or underlying securities) or other Registrable Securities, as to be so registered thereunder is at least $ in the case may be aggregate (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationRegistration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. The Company may include in such registration additional securities of the class or classes of the Registrable Securities to be registered thereunder, including securities to be sold for the Company’s own account or the account of persons who are not holders of Registrable Securities. Upon receipt by the Company of any such requestnotice, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. In addition, the Company shall not be required to file a Registration Statement for a Demand Registration at any time during the 12-month period following the effective date of another Registration Statement filed pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (Sapphire Industrials Corp.)

Request for Registration. At Subject to and in accordance with this Agreement, at any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the applicable Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-interest at least 50% of such Founder Shares, Representative Shares, Private the then Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all other holders of Registrable Securities and the Underwriters party to the Underwriter Registration Rights Agreement (the “IPO Underwriter”) (so long as said IPO Underwriter shall hold Registrable Securities as defined in the Underwriter Registration Rights Agreement) of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company in writing within fifteen (15) days after the receipt by the holder of the notice from the Company. An election by an IPO Underwriter to become a Demanding Holder hereunder shall be deemed an exercise of its demand right pursuant to the Underwriter Registration Rights Agreement. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Restaurant Acquisition Partners, Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Sponsors’ Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Sponsors’ Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Trio Merger Corp.)

Request for Registration. At any time and from time to time on or after the Closing Date of the Business Combination, either (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliates, or the transferees of the Investors Investors, (ii) the Sponsor or its affiliates or transferees and/or (iii) Roivant Sciences Ltd. or its affiliates or transferees, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. For the avoidance of doubt, each of (a) the holders of a majority-in-interest of the Registrable Securities held by the Investors, (b) the Sponsor and (c) Roivant Sciences Ltd. are permitted to exercise a Demand Registration pursuant to this Section 2.1.1 with respect to their respective Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Immunovant, Inc.)

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Request for Registration. At any time and from time to time on or after the Closing Date of the Business Combination, either (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company Investors or their affiliates, or the transferees of the Investors Investors, (ii) the Sponsor or its affiliates or transferees and/or (iii) Roivant Sciences Ltd. or its affiliates or transferees, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the 57 notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. For the avoidance of doubt, each of (a) the holders of a majority-in-interest of the Registrable Securities held by the Investors, (b) the Sponsor and (c) Roivant Sciences Ltd. are permitted to exercise a Demand Registration pursuant to this Section 2.1.1 with respect to their respective Registrable Securities.

Appears in 1 contract

Samples: Share Exchange Agreement (Health Sciences Acquisitions Corp)

Request for Registration. At any time and from time to time on or after the expiration of any lock-up to which such securities are subject pursuant to any Lock-Up Agreement, (x) (i) holders of at least 25% of the date that the Company consummates a Business Combination with respect to the Representative Shares, Private then outstanding number of Registrable Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to if less than all the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors listed on Schedule 2 are registered pursuant to the PIPE Registration Statement, any of the Investors listed on Schedule 2, (y) the Sponsor (who shall not be permitted to demand more than three Demand Registrations pursuant to this Section 2.2.1) or (z) Key Executive(s) holding a majority in interest of the Registrable Securities held by all Key Executives (in each case, the “Initial Demanding Holders”) may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities at least 15% (or underlying securities)in a case where a Key Executive is the Initial Demanding Holder, Working Capital such percentage as determined by such Key Executive, or in a case of an Investor listed on Schedule 2 being the Initial Demanding Holder, such percentage as determined by such Investor provided it is no less than all of the Registrable Securities then held by such Investor that were not registered pursuant to the PIPE Registration Statement) (or underlying securitiesin a case where the Sponsor is the Initial Demanding Holder, such percentage as determined by the Sponsor) or other of the then outstanding number of Registrable Securities, on Form F-1 or, if then available, on Form F-3. Each registration requested pursuant to this Section 2.2.1 is referred to herein as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company PubCo will notify all Investors that are holders of Registrable Securities of the demand, and each such holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationregistration including the Initial Demanding Holders, a “Demanding Holder” and collectively, the “Demanding Holders”) shall so notify the Company PubCo within fifteen (15) 15 days after the receipt by the holder of the notice from the CompanyPubCo. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 2.2.4 and the provisos set forth in Section 3.1.13.1.2. The Company Under no circumstances shall not PubCo be obligated to effect more than an aggregate of two (2i) three Demand Registrations under this Section 2.1.1 2.2.1 (in respect of all Registrable Securities.cases where the Initial Demanding Holder is not a Key Executive), (ii) one Demand Registration under this Section 2.2.1 (in cases where the Initial Demanding Holder is a Key Executive), (iii) one Demand Registration under this Section 2.2.1(x)(ii), and

Appears in 1 contract

Samples: Registration Rights Agreement

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect each of Release Date I as it relates to the Representative Shares12,937,500 shares of Common Stock, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior Release Date II as it relates to the Private Warrant Securities and Release Date with respect III as it relates to all other Registrable the Sponsor Warrant Securities, as applicable, the holders of a majority-in-interest of such Founder Sharesthe 12,937,500 shares of Common Stock, Representative Shares, the 15,600,000 Private Warrant Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable and the 2,500,000 Sponsor Warrant Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investor or the transferees of the Investors Investor, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares and type of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demanddemand within ten (10) days from the receipt of the Demand Registration, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations with respect to the 12,937,500 shares of Common Stock, two (2) Demand Registrations with respect to the Private Warrant Securities and two (2) Demand Registrations with respect to the Sponsor Private Warrant Securities under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (United Refining Energy Corp)

Request for Registration. At Subject to and in accordance with this Agreement, at any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the applicable Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-interest at least 50% of such Founder Shares, Representative Shares, Private the then Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a "Demand Registration"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all other holders of Registrable Securities and the Underwriters party to the Underwriter Registration Rights Agreement (the "IPO Underwriter") (so long as said IPO Underwriter shall hold Registrable Securities as defined in the Underwriter Registration Rights Agreement) of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a "Demanding Holder") shall so notify the Company in writing within fifteen (15) days after the receipt by the holder of the notice from the Company. An election by an IPO Underwriter to become a Demanding Holder hereunder shall be deemed an exercise of its demand right pursuant to the Underwriter Registration Rights Agreement. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Restaurant Acquisition Partners, Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination Combination, with respect to the Representative Shares, Private Securities (or underlying securities) Sponsor’s Shares and Working Capital Securities (or underlying securities) Shares or (ii) three months prior to the Release Date Date, with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Sponsor’s Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Sponsor’s Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Hyde Park Acquisition Corp. II)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Warrants (or underlying securities) Ordinary Shares), Private Shares and Working Capital Securities (or underlying securities) Loan Securities, or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities (or underlying securities) Private Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securitiesOrdinary Shares), Working Capital Securities (or underlying securities) Private Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Health Sciences Acquisitions Corp 2)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Shares and Private Securities Units (or underlying securities) ), and Working Capital Securities Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities (or underlying securities) Warrants or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Sizzle Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) Shares or (ii) three months prior to the Release Date with respect to all other Registrable Securities, but prior to the five-year anniversary of the effective date of the IPO Registration Statement (the “Effective Date”) with respect to the Placement Warrants, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Shares, Placement Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Shares, Placement Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationRegistration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Bellevue Life Sciences Acquisition Corp.)

Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities Insider Warrants (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities Insider Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Insider Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) Insider Warrants or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Nagao Group Holdings LTD)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), shares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), shares of Common Stock) Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Jensyn Acquisition Corp.)

Request for Registration. At any time and from time to time on or after the date that is (i) in the date that case of the Insider Warrants (or underlying Ordinary Shares), after the Company consummates a Business Combination with respect to or (ii) in the Representative Shares, Private case of the Initial Securities (or underlying securities) Shares and Working Capital Securities (or underlying securities) or (ii) Warrants), three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-interest of such Founder Insider Warrants (or underlying Ordinary Shares), Representative Shares, Private Initial Securities (or underlying securities), Working Capital Securities (or underlying securitiesShares and Warrants) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securitiesOrdinary Shares), Working Capital Initial Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the type and number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Redstar Partners, Inc.)

Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Insider Securities (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Insider Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand RegistrationDEMAND REGISTRATION”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding HolderDEMANDING HOLDER”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Fortissimo Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Placement Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all the Initial Shares or other Registrable Securities, the holders of a majority-in-interest of each of such Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securities) shares of Common Stock), Initial Shares or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securities) shares of Common Stock), Initial Shares or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Pacific Monument Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) is three months prior to the applicable Release Date with respect to all other for a class of Registrable Securities, the holders of a majority-in-interest of the Registrable Securities of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, class held by the Investors or the Permitted Transferees of the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shareseach such class of Registrable Securities held by such holders, Representative Shares, Private provided that the estimated market value of Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, of all classes to be so registered thereunder is at least $500,000 in the aggregate. Any such requested registrations shall be referred to as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares and type of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Within five (5) business days following receipt of any request for a Demand Registration, the Company will notify in writing all holders of Registrable Securities of the class or classes to be registered of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt in writing, provided that such notice shall be received by the holder Company within ten (10) business days of the Company’s having sent the applicable notice from to such holder or holders. All such requests shall specify the class and aggregate amount of Registrable Securities to be registered and the intended method of distribution. The Company may include in such registration additional securities of the class or classes of the Registrable Securities to be registered thereunder, including securities to be sold for the Company’s own account or the account of Persons who are not holders of Registrable Securities. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations in the aggregate with respect to the Sponsor’s Warrants or the underlying shares of Common Stock under subclause (i) of this Section 2.1.1 and shall not be obligated to effect more than three (3) Demand Registrations in respect of all Registrable Securitiesthe Founders’ Common Stock under subclause (ii) of this Section 2.1.1. In addition, the Company shall not be required to file a Registration Statement for a Demand Registration at any time during the 12-month period following the effective date of another Registration Statement filed pursuant to this Section 2.1.

Appears in 1 contract

Samples: Registration Rights Agreement (RAI Acquisition Corp.)

Request for Registration. At Subject to and in accordance with this Agreement, at any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majority-in-interest at least 50% of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”"DEMAND REGISTRATION"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all other holders of Registrable Securities and Deutsche Bank Securities Inc. (so long as Deutsche Bank Securities Inc. shall hold Registrable Securities as defined in the DBSI Registration Rights Agreement) of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”"DEMANDING HOLDER") shall so notify the Company in writing within fifteen (15) days after the receipt by the holder of the notice from the Company. An election by Deutsche Bank Securities Inc. to become a Demanding Holder hereunder shall be deemed an exercise of its demand right pursuant to the DBSI Registration Rights Agreement. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Cold Spring Capital Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesCommon Shares), Working Capital Securities Units (or underlying securitiesCommon Shares) or other Registrable Securities, as the case may be, held by the InvestorsSponsor, officers or directors of the Company or their affiliates, or the transferees of the Investors Sponsor, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesCommon Shares), Working Capital Securities Units (or underlying securitiesCommon Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify notify, in writing, all holders of Registrable Securities of the demand within ten (10) days of the Company’s receipt of such demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s his, her or its Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, including the holder(s) making the initial demand, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, the company shall effect such request, as soon as practicable, but not more than 45 days, subject to Section Sections 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (UTXO Acquisition Inc.)

Request for Registration. At any time and from time to time on or after a date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceeding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be Securities (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Columbus Acquisition Corp)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination Combination, with respect to the Representative Shares, Private Securities Placement Warrants (or underlying securitiesshares of Common Stock) and Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date Date, with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Placement Warrants (or underlying securitiesshares of Common Stock), Working Capital Securities Warrants (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Hyde Park Acquisition Corp. II)

Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Founder Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Brand & Services Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securitiestime, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securitiesdetermined on a fully diluted basis) (the “Majority-in-Interest”), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (on Form S-1 or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case any similar long-form registration which may be available to the Company at such time (a “Demand Registration”); provided, that the Company shall not be obligated to effect any such registration pursuant to this Section 2.1.1 if the holders of the Registrable Securities, together with the holders of any other securities of the Company entitled to inclusion in such registration, propose to sell Registrable Securities and such other securities (if any) at any aggregate price to the public of less than $250,000. Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will shall promptly notify all other holders of Registrable Securities of the such demand, and each such holder of Registrable Securities who that wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities in any rolling 12-month period.

Appears in 1 contract

Samples: Registration Rights Agreement (Slipstream Funding, LLC)

Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a "Demand Registration"). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s 's Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a "Demanding Holder") shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Cherry Tree Acquisition Corp.)

Request for Registration. At any time and from time to time on or after the expiration of any lock-up to which such securities are subject pursuant to any Lock-Up Agreement, (x) (i) holders of at least 25% of the date that the Company consummates a Business Combination with respect to the Representative Shares, Private then outstanding number of Registrable Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to if less than all the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors listed on Schedule 2 are registered pursuant to the PIPE Registration Statement, any of the Investors listed on Schedule 2, (y) the Sponsor (who shall not be permitted to demand more than three Demand Registrations pursuant to this Section 2.2.1) or (z) Key Executive(s) holding a majority in interest of the Registrable Securities held by all Key Executives (in each case, the “Initial Demanding Holders”) may make a written demand for registration Registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities at least 15% (or underlying securities)in a case where a Key Executive is the Initial Demanding Holder, Working Capital such percentage as determined by such Key Executive, or in a case of an Investor listed on Schedule 2 being the Initial Demanding Holder, such percentage as determined by such Investor provided it is no less than all of the Registrable Securities then held by such Investor that were not registered pursuant to the PIPE Registration Statement) (or underlying securitiesin a case where the Sponsor is the Initial Demanding Holder, such percentage as determined by the Sponsor) or other of the then outstanding number of Registrable Securities, on Form F-1 or, if then available, on Form F-3. Each registration requested pursuant to this Section 2.2.1 is referred to herein as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company PubCo will notify all Investors that are holders of Registrable Securities of the demand, and each such holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationregistration including the Initial Demanding Holders, a “Demanding Holder” and collectively, the “Demanding Holders”) shall so notify the Company PubCo within fifteen (15) 15 days after the receipt by the holder of the notice from the CompanyPubCo. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 2.2.4 and the provisos set forth in Section 3.1.13.1.2. The Company Under no circumstances shall not PubCo be obligated to effect more than an aggregate of two (2i) three Demand Registrations under this Section 2.1.1 2.2.1 (in respect of all Registrable Securitiescases where the Initial Demanding Holder is not a Key Executive), (ii) one Demand Registration under this Section 2.2.1 (in cases where the Initial Demanding Holder is a Key Executive), (iii) one Demand Registration under this Section 2.2.1(x)(ii), and (iv) three Demand Registrations under this Section 2.2.1 (in cases where the Initial Demanding Holder is the Sponsor).

Appears in 1 contract

Samples: Registration Rights Agreement (Altimeter Growth Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securities) ), Forward Purchase Shares and Working Capital Securities Units (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Forward Purchase Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Forward Purchase Shares, Working Capital Securities Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (DD3 Acquisition Corp. II)

Request for Registration. At any time and from time to time beginning on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesDate, the holders of a majorityMajority-in-interest of such Founder Shares, Representative Shares, Private the Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Registrable Securities (or underlying securities), Working Capital Securities (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares and type of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Within 5 business days following receipt of any request for a Demand Registration, the Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registrationDemand Registration, a “Demanding Holder”) shall so notify the Company Company, specifying the aggregate amount of such Demanding Holder’s Registrable Securities to be included in the Demand Registration, within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities. The Company may include in such Demand Registration additional securities of the class of the Registrable Securities to be registered thereunder, including securities to be sold for the Company’s own account or the account of persons who are not holders of Registrable Securities.

Appears in 1 contract

Samples: Form of Registration Rights Agreement (National Security Solutions Inc.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesSecurities) and Working Capital Securities Units (or underlying securitiesSecurities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, (i) the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesSecurities), Working Capital Securities Units (or underlying securitiesSecurities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, or (ii) Cantor Xxxxxxxxxx & Co. or its designees (“Cantor”), may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesSecurities), Working Capital Securities Units (or underlying securitiesSecurities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two three (23) Demand Registrations under this Section 2.1.1 in respect of all Registrable SecuritiesSecurities including the one (1) Demand Registration on behalf of Cantor.

Appears in 1 contract

Samples: Registration Rights Agreement (Harmony Merger Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesCombination, the holders of a majority-in-interest of such the Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Warrants (or underlying securities), Working Capital Securities Warrants (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will will, within ten (1) days of the Company’s receipt of the Demand Registration, notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company Company, in writing, within fifteen three (153) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Agrico Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) three months prior to the Release Date with respect to the Founder Shares or (ii) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities (or underlying securities) and Working Capital Securities (or underlying securities) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities), Extension Loan Units (or underlying securities) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securities), Working Capital Securities Units (or underlying securities), Extension Loan Units (or underlying securities) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (ROC Energy Acquisition Corp.)

Request for Registration. At any time and from time to time on or after (i) the date that the Company consummates a Business Combination with respect to the Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or (ii) three months prior to the Release Date with respect to all other Registrable Securities, the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Units (or underlying securities), shares of Common Stock) and Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Units (or underlying securitiesshares of Common Stock), . Working Capital Securities Units (or underlying securitiesshares of Common Stock) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Jensyn Acquisition Corp.)

Request for Registration. At any time and from time to time on or after the date that is (i) the date that after the Company consummates a Business Combination business combination with respect to the Representative Shares, Private Securities Insider Warrants (or underlying securities) and Working Capital Securities (or underlying securitiesOrdinary Shares) or (ii) three months prior to the Release Date with respect to all other Registrable SecuritiesSecurities (to the extent not previously registered by the Company pursuant to the preceding subclause (i)), the holders of a majority-in-interest of such Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be, held by the Investors, officers or directors of the Company or their affiliates, Investors or the transferees of the Investors Investors, may make a written demand for registration under the Securities Act of all or part of their Founder Shares, Representative Shares, Private Securities Insider Warrants (or underlying securities), Working Capital Securities (or underlying securitiesOrdinary Shares) or other Registrable Securities, as the case may be (a “Demand Registration”). Any demand for a Demand Registration shall specify the number of shares of Registrable Securities proposed to be sold and the intended method(s) of distribution thereof. The Company will notify all holders of Registrable Securities of the demand, and each holder of Registrable Securities who wishes to include all or a portion of such holder’s Registrable Securities in the Demand Registration (each such holder including shares of Registrable Securities in such registration, a “Demanding Holder”) shall so notify the Company within fifteen (15) days after the receipt by the holder of the notice from the Company. Upon any such request, the Demanding Holders shall be entitled to have their Registrable Securities included in the Demand Registration, subject to Section 2.1.4 and the provisos set forth in Section 3.1.1. The Company shall not be obligated to effect more than an aggregate of two (2) Demand Registrations under this Section 2.1.1 in respect of all Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (China Fortune Acquisition Corp.)

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