Common use of Termination of Information and Observer Rights Clause in Contracts

Termination of Information and Observer Rights. The covenants set forth in Section 3.1, Section 3.2, and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, (iii) upon the closing of a Deemed Liquidation Event, or (iv) upon the consummation of a Qualified SPAC Transaction, whichever event occurs first; provided, however, that in the event the covenants set forth in Subsection 3.1 terminate upon a Deemed Liquidation Event, if the consideration received by the Investors in such Deemed Liquidation Event includes securities that are not publicly traded (which, for the avoidance of doubt, shall not include contingent value rights), the Company will use commercially reasonable efforts to ensure that the Major Investors receive financial information from the acquiring company or other successor to the Company comparable to those set forth in Section 3.1 of this Agreement.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Affinia Therapeutics Inc.), Investors’ Rights Agreement (Affinia Therapeutics Inc.)

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Termination of Information and Observer Rights. The covenants set forth in Section Subsection 3.1, Section 3.2, Subsection 3.2 and Section Subsection 3.3 shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO, or (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iiic) upon the closing of a Deemed Liquidation Event, or (iv) upon as such term is defined in the consummation Certificate of a Qualified SPAC TransactionIncorporation, whichever event occurs first; provided, however, that in the event the covenants set forth in Subsection 3.1 terminate upon a Deemed Liquidation Event, if the consideration received by the Investors in such Deemed Liquidation Event includes securities that are is not solely in the form of cash and/or publicly traded (which, for the avoidance of doubt, shall not include contingent value rights)securities, the Company will use commercially reasonable efforts to ensure that the Major Investors receive financial information from the acquiring company or other successor to the Company comparable to those set forth in Section 3.1 of this AgreementSubsection 3.1.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Vor Biopharma Inc.), Investors’ Rights Agreement (PureTech Health PLC)

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