Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 36 contracts
Samples: Registration Rights Agreement (StepStone Group Inc.), Registration Rights Agreement (Duckhorn Portfolio, Inc.), Agreement and Plan of Merger (Duckhorn Portfolio, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 9 contracts
Samples: Registration Rights Agreement (Gannett Co., Inc.), Registration Rights Agreement (Gannett Co., Inc.), Registration Rights Agreement (J.Jill, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which with respect to each Holder when such Holder no longer holds any Registrable Securities and will terminate in full when no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.102.9, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof 2.9 shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 8 contracts
Samples: Registration Rights Agreement (FGI Industries Ltd.), Registration Rights Agreement (FGI Industries Ltd.), Registration Rights Agreement (First Watch Restaurant Group, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 3.8 and 3.103.9, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.8 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 7 contracts
Samples: Registration Rights Agreement (Vivaldi Capital Management, LLC), Registration Rights Agreement (Angel Oak Mortgage, Inc.), Registration Rights Agreement (Angel Oak Mortgage, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which with respect to each Holder when such Holder no longer holds any Registrable Securities and will terminate in full when no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10Section 6, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof 6 shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 7 contracts
Samples: Registration Rights Agreement (Noble Corp PLC), Registration Rights Agreement (Noble Corp), Registration Rights Agreement (Valaris PLC)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which with respect to each Holder when such Holder no longer holds any Registrable Securities and will terminate in full when no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10Section 8, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof 8 shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 5 contracts
Samples: Registration Rights Agreement (Vici Properties Inc.), Common Stock Purchase Agreement (Vici Properties Inc.), Registration Rights Agreement (Vici Properties Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Investors no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.9 3.8 and 3.103.9, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 4 contracts
Samples: Second Securities Purchase Agreement (pSivida Corp.), Securities Purchase Agreement (pSivida Corp.), Second Registration Rights Agreement (EyePoint Pharmaceuticals, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification or contribution rights pursuant to Section 3.9 hereof shall retain such indemnification or contribution rights with respect to any matter that (i) may be an indemnified a liability subject to indemnification or contribution thereunder and (ii) occurred prior to such termination.
Appears in 4 contracts
Samples: Registration Rights Agreement (Ensemble Health Partners, Inc.), Registration Rights Agreementby And (Fortegra Group, LLC), Registration Rights Agreement (McAfee Corp.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 3.9, 4.2, 4.7, 4.8, 4.9 and 3.104.13 and this Section 4.3, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 4 contracts
Samples: Registration Rights Agreement (MediaAlpha, Inc.), Registration Rights Agreement (MediaAlpha, Inc.), Registration Rights Agreement (SciPlay Corp)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which Purchaser no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 3 contracts
Samples: Registration Rights Agreement (AxoGen, Inc.), Registration Rights Agreement by And (AxoGen, Inc.), Securities Purchase Agreement (AxoGen, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, ; except for the provisions of Sections Section 3.9 and Section 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 3 contracts
Samples: Registration Rights Agreement (Lion Electric Co), Business Combination Agreement and Plan of Reorganization (Lion Electric Co), Business Combination Agreement and Plan of Reorganization (Northern Genesis Acquisition Corp.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination. No termination of this Agreement will affect the obligation of any party pursuant to Section 4.16, all of which obligations will, in addition to this Section 4.3 survive termination of this Agreement for a period of two (2) years from the date of such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (Skyline Champion Corp), Exchange Agreement (Skyline Corp)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Principal Stockholder no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (Petco Health & Wellness Company, Inc.), Registration Rights Agreement (PET Acquisition LLC)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 3.10 and 3.103.11, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.10 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (Taylor Morrison Home Corp), Registration Rights Agreement by And (Taylor Morrison Home Corp)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 Section 3.10 and 3.10Section 3.11, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.10 hereof shall retain such indemnification rights with respect to any matter that (ia) may be an indemnified liability thereunder and (iib) occurred prior to such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (PetIQ, Inc.), Registration Rights Agreement (PetIQ, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 3.9 and 3.103.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (Excelerate Energy, Inc.), Registration Rights Agreement (Excelerate Energy, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Investors no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.103.4, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.4 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (Venus Concept Inc.), Registration Rights Agreement (Venus Concept Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections Section 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification or contribution rights pursuant to Section 3.9 hereof shall retain such indemnification or contribution rights with respect to any matter that (i) may be an indemnified a liability subject to indemnification or contribution thereunder and (ii) occurred prior to such termination.
Appears in 2 contracts
Samples: Registration Rights Agreement (LifeStance Health Group, Inc.), Registration Rights Agreement (LifeStance Health Group, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Investors no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.9 3.6 and 3.103.7, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.6 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (SELLAS Life Sciences Group, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections Section 3.9 and Section 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (ia) may be an indemnified liability thereunder and (iib) occurred prior to such termination.
Appears in 1 contract
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Investors no Holder longer holds any Registrable Securities, except for the provisions provision of Sections 3.9 and 3.103.6, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.6 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable SecuritiesTermination Date, except for the provisions of Sections 3.9 2.6 and 3.102.7, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 2.6 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (Sarepta Therapeutics, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.109 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 3.7 and 3.103.9, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.7 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (Frank's International N.V.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.. SECTION 4.4
Appears in 1 contract
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Holders no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.9 6.1 and 3.106.2, which shall survive any such termination. No termination under this Agreement shall relieve any Person person of liability for breach or Registration Expenses registration expenses payable pursuant to Section 4 incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (Seanergy Maritime Holdings Corp.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections 3.9 3.10 and 3.103.11, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 3.10 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (Planet Fitness, Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which each of the Holders no Holder longer holds any Registrable Securities, except for the provisions of Sections 3.8, 3.9 and 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such terminationthereunder.
Appears in 1 contract
Samples: Registration Rights Agreement (Claire's Holdings LLC)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which the Sea Trade Parties no Holder holds longer hold any Registrable Securities, except for the provisions of Sections 3.9 3.8 and 3.103.9, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses or Selling Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Samples: Registration Rights Agreement (Diana Shipping Inc.)
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Registrable Securities, except for the provisions of Sections Section 3.9 and Section 3.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract
Termination and Effect of Termination. This Agreement shall terminate upon the date on which no Holder holds any Notes or Registrable Securities, except for the provisions of Sections 3.9 2.9 and 3.102.10, which shall survive any such termination. No termination under this Agreement shall relieve any Person of liability for breach or Registration Expenses incurred prior to termination. In the event this Agreement is terminated, each Person entitled to indemnification rights pursuant to Section 3.9 2.9 hereof shall retain such indemnification rights with respect to any matter that (i) may be an indemnified liability thereunder and (ii) occurred prior to such termination.
Appears in 1 contract