Common use of Termination of Information Rights Clause in Contracts

Termination of Information 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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 11 contracts

Samples: Adoption Agreement (Continental Grain Co), Voting Agreement (Lewis & Clark Ventures I, LP), Adoption Agreement (Sagrera Ricardo A.)

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Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 11 contracts

Samples: Investors’ Rights Agreement (Justworks, Inc.), Investors’ Rights Agreement (SeqLL, Inc.), Investors’ Rights Agreement (C4 Therapeutics, Inc.)

Termination of Information Rights. The covenants set forth in this Section 3.1, Section 3.2 and Section 3.3 2 shall terminate as to all Holders and Major Holders and be of no further force or and effect (i) immediately before upon the consummation of the IPO, a Qualifying IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Securities Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing Act of a SPAC Transaction1934, whichever event occurs firstshall first occur.

Appears in 9 contracts

Samples: Investors’ Rights Agreement (Accentia Biopharmaceuticals Inc), Investors’ Rights Agreement (Accentia Biopharmaceuticals Inc), Investors’ Rights Agreement (Accentia Biopharmaceuticals Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon immediately before a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 6 contracts

Samples: Investors’ Rights Agreement, Investors’ Rights Agreement, Joinder Agreement (Kaleido Biosciences, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 Subsection 3.1 shall terminate and be of no further force or effect (i) immediately before upon the consummation of the an IPO, or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 6 contracts

Samples: Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 7.1 and Section 3.3 7.2 shall terminate and be of no further force or effect (i) immediately before the consummation of the a Qualified IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionDeemed Liquidation Event and completion of the payment of the Series A Liquidation Amount (as defined in the Memorandum and Articles) and the remaining assets distribution as provided in the Memorandum and Articles., whichever event occurs first.

Appears in 6 contracts

Samples: Investors Rights Agreement (ECMOHO LTD), Investors Rights Agreement (ECMOHO LTD), Investors Rights Agreement (ECMOHO LTD)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 6 contracts

Samples: Preferred Stock Purchase Agreement (Finch Therapeutics Group, Inc.), Preferred Stock Purchase Agreement (Finch Therapeutics Group, Inc.), Stockholders Agreement (Atea Pharmaceuticals, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 4 contracts

Samples: Rights Agreement (Arcadia Biosciences, Inc.), Rights Agreement (Arcadia Biosciences, Inc.), Investors’ Rights Agreement (Kior Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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 Sections 12(g) or 15(d) of the Exchange Act, or (iii) upon the consummation of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 4 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section Sections 3.1 and 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 3 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect upon the earlier of (i) immediately before the consummation closing of the IPO, Qualified Secondary Offering or (ii) when the Company first becomes subject conversion of all shares of Series A Preferred Stock into Common Stock pursuant to the periodic reporting requirements Certificate of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs firstIncorporation.

Appears in 3 contracts

Samples: Series a Preferred Stock and Warrant Purchase Agreement (Farmstead Telephone Group Inc), Investors' Rights Agreement (Farmstead Telephone Group Inc), Series a Preferred Stock and Warrant Purchase Agreement (Farmstead Telephone Group Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Sections 3.1 and 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, or (iii) upon the closing of a Deemed Liquidation EventSale of the Company, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs firstStockholders Agreement.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (MyoKardia Inc), Investors’ Rights Agreement (MyoKardia Inc), Investors’ Rights Agreement (Global Blood Therapeutics, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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 or the outstanding capital stock of the Company is exchanged for shares that are registered under the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 3 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (Pacaso Inc.), Purchase Agreement (In8bio, Inc.), Option Agreement (Inhibrx, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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 section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon as to any Investor, when such Investor no longer holds any equity securities of the closing of a SPAC TransactionCompany, whichever event occurs first.

Appears in 3 contracts

Samples: Rights Agreement, Investors’ Rights Agreement (ElectroCore, LLC), Investors’ Rights Agreement (ElectroCore, LLC)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 3 contracts

Samples: Investors’ Rights Agreement (SQZ Biotechnologies Co), Investors’ Rights Agreement (SQZ Biotechnologies Co), Investors’ Rights Agreement (SQZ Biotechnologies Co)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section 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, (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 a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Praxis Precision Medicines, Inc.), Rights Agreement (Praxis Precision Medicines, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.1 and 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Livongo Health, Inc.), Investors’ Rights Agreement (Livongo Health, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section Subsection 3.1 through Subsection 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, a Qualified IPO or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Weave Communications, Inc.), Investors’ Rights Agreement (Weave Communications, Inc.)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section Subsection 3.2 and Section Subsection 3.3 shall terminate and be of no further force or effect (i) immediately before upon the consummation of the IPO, a Qualified IPO or (ii) when upon the Company first becomes subject to the periodic reporting requirements closing of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate of Incorporation, in which the consideration received by Company stockholders is cash or (iv) upon the closing of a SPAC Transactionmarketable securities, whichever event occurs first.

Appears in 2 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Passage BIO, Inc.), Investors’ Rights Agreement (Passage BIO, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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) Qualified Public Offering or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionQualified Merger, whichever event occurs first.

Appears in 2 contracts

Samples: Asset Acquisition Agreement (Cesca Therapeutics Inc.), Investors’ Rights Agreement (Cesca Therapeutics Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, IPO or (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 a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Lantern Pharma Inc.), Investors’ Rights Agreement (Lantern Pharma Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (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 a Deemed Liquidation Sale Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionDeemed Liquidation Event, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Codex DNA, Inc.), Investors’ Rights Agreement (Codex DNA, Inc.)

Termination of Information Rights. The covenants set forth in Section Sections 3.1, Section 3.2 3.2, and Section 3.3 shall terminate and be of no further force or effect (i) immediately before but subject to the consummation of the IPOQPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as Event(as such term is defined in the Restated Company’s Certificate or (ivof Incorporation) upon pursuant to which the closing of a SPAC TransactionInvestors receive only cash and/or marketable securities, whichever event occurs first.

Appears in 2 contracts

Samples: Rights Agreement, Investors’ Rights Agreement (Blueprint Medicines Corp)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section Subsection 3.2 and Section Subsection 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, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Immuneering Corp), Investors’ Rights Agreement (Immuneering Corp)

Termination of Information Rights. The covenants set forth in this Section 3.1, Section 3.2 and Section 3.3 3 shall terminate as to Major Holders and be of no further force or and effect upon the earlier to occur of (i) immediately before the consummation of the IPO, Qualified IPO or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing date of a SPAC Transaction, whichever event occurs firstan Acquisition.

Appears in 2 contracts

Samples: Stockholders’ Agreement (Five9, Inc.), Stockholders’ Agreement (Five9, Inc.)

Termination of Information 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 Qualified IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company's Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Cerecor Inc.), Investors' Rights Agreement (Cerecor Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOIPO or a Liquidation Event, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(gl2(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Backblaze, Inc., Backblaze, Inc.

Termination of Information Rights. The covenants set forth in Section 3.1, Section Sections 3.1 and 3.2 and Section 3.3 shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO, (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Instil Bio, Inc.), Investors’ Rights Agreement (Instil Bio, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect immediately prior to the earlier to occur of (i) immediately before the consummation of the IPO, IPO or (ii) when the Company first becomes subject to the periodic reporting requirements consummation of Section 12(g) a Liquidation Event or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, each as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs firstIncorporation.

Appears in 2 contracts

Samples: ’ Rights Agreement (Cloudflare, Inc.), ’ Rights Agreement (Cloudflare, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsections 3.1 and 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the a Qualified IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Graphite Bio, Inc.), Investors’ Rights Agreement (Graphite Bio, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon of Incorporation, unless the closing consideration received by the Investors is in the form of a SPAC Transactionsecurities that are privately held, whichever event occurs first.

Appears in 2 contracts

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

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing completion of a SPAC Sale Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Hancock Jaffe Laboratories, Inc.), Investors’ Rights Agreement (Hancock Jaffe Laboratories, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (ia) immediately before before, but subject to, the consummation of the IPO, 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, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Zendesk, Inc.), Investors’ Rights Agreement (Zendesk, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before upon the earlier of the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) a Qualified IPO or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, under Article 6.5 thereof (as such term is terms are defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionArticles), whichever event occurs first, subject to and immediately prior to the closing thereof.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Gamida Cell Ltd.), Investors’ Rights Agreement (Gamida Cell Ltd.)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section 3.2 and Section 3.3 Subsection 3.2, shall terminate and be of no further force or effect upon the earliest to occur of (i) immediately before the consummation of the IPO, Qualified Public Offering; (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Trading Date; and (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (OvaScience, Inc.), Investors’ Rights Agreement (OvaScience, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Root, Inc.), Investors’ Rights Agreement (Root Stockholdings, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before before, but contingent upon the consummation of 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (MongoDB, Inc.), Investors’ Rights Agreement (MongoDB, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOIPO or a Liquidation Event, or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Backblaze, Inc.), Investors’ Rights Agreement (Backblaze, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOa Qualified Public Offering, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Lulu's Fashion Lounge Holdings, Inc.), Investors’ Rights Agreement (Lulu's Fashion Lounge Holdings, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the a Qualified IPO, or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first. In addition, each of such covenants set forth in Section 3.1 and Section 3.2 shall terminate as to any Investor upon the date on which all of such Investor’s shares of Preferred Stock are converted to Common Stock pursuant to, and in accordance with, the Certificate of Incorporation (including Section 5.3 of the Certificate of Incorporation).

Appears in 2 contracts

Samples: And Developments Agreement, Purchase Agreement (Apellis Pharmaceuticals, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Restated Certificate or (iv) upon Certificate, unless the closing consideration received by the Investors is in the form of a SPAC Transactionsecurities that are privately held, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Akoya Biosciences, Inc.), Investors’ Rights Agreement (Akoya Biosciences, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before upon the consummation of the IPO, or (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 a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Spring Street Partners Lp), Investors’ Rights Agreement (Diligent Board Member Services, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 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 period reporting requirements of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 2 contracts

Samples: Investor Rights Agreement (GoodRx Holdings, Inc.), Investor Rights Agreement (GoodRx Holdings, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOa Qualified Public Offering, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Care.com Inc), Investors’ Rights Agreement (Care.com Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, Event (as such term is defined in the Restated Company’s Certificate of Incorporation), other than a sale of all or (iv) upon substantially all of the closing of a SPAC TransactionCompany’s assets, whichever event occurs first.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Grail, Inc.), Investors’ Rights Agreement (Grail, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.13 (other than Section 3.4, Section 3.2 and Section 3.3 which shall survive any termination of this Agreement) shall terminate and be of no further force or effect (i) immediately before prior to 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionLiquidation Event, whichever event occurs first.

Appears in 2 contracts

Samples: Stockholders Agreement (Erasca, Inc.), Stockholders Agreement (Erasca, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1Sections 3.1 and 3.2, 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, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 2 contracts

Samples: Investor Rights Agreement (Eleison Pharmaceuticals Inc), Investor Rights Agreement (Eleison Pharmaceuticals Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 3.2, and Section 3.3 shall terminate and be of no further force or effect upon the earlier to occur of: (ia) 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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs firstChange in Control of Company; and (b) the date that Investor no longer holds at least 5% of the Shares acquired by Investor on the date hereof.

Appears in 2 contracts

Samples: Investor Rights Agreement (NCR Corp), Investor Rights Agreement (Document Capture Technologies, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionArticles, whichever event occurs first.

Appears in 2 contracts

Samples: ’ Rights Agreement, Rights Agreement (Wave Life Sciences Pte LTD)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 Subsection 4.5(a) and Section 3.3 Subsection 4.5(b) shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Securities Exchange ActAct of 1934, as amended, and the rules and regulations promulgated thereunder, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 2 contracts

Samples: Adoption Agreement (Sancilio Pharmaceuticals Company, Inc.), Adoption Agreement (Sancilio Pharmaceuticals Company, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect (ia) immediately before prior to the consummation of the IPO, (iib) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or Section 15(d) of the Exchange Act, Act or (iiic) upon the closing of a Deemed Liquidation Event, Event (as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation), whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Rain Therapeutics Inc.)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section Subsection 3.2 and Section Subsection 3.3 shall terminate and be of no further force or effect immediately prior to the earliest to occur of (i) immediately before the consummation effective date of the registration statement pertaining to the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(b), 12(g) or 15(d) of the Exchange Act, (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate of Incorporation or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (ACELYRIN, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate of Incorporation; or (iviii) upon the closing transfer of not less than 50% of the voting securities of the Company to one Person who is not an existing Holder in a SPAC Transactionsingle transaction, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Kiromic Biopharma, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, Event (as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation), whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Ikena Oncology, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1Subsection 2.1, 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) 12 or 15(d) 15 of the Securities Exchange ActAct of 1934 as amended, or (iiiii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Good Earth Organics, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 3.1 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Sequoia Vaccines, Inc.)

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Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, IPO or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 9.1 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOa Public Offering, or (ii) when the Company Corporation first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 1 contract

Samples: Investor Rights Agreement (Hc2 Holdings, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsections 3.1 and 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, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: ’ Rights Agreement (Athira Pharma, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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) a Qualified Public Offering or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionQualified Merger, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Cesca Therapeutics Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 3.1 shall terminate and be of no further force or effect effect: (i) immediately before the consummation of the IPO, ; or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, ; or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, Deemed Liquidation Event whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Restated Certificate or (iv) upon the closing of a SPAC TransactionCharter, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Groundfloor Finance Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, Direct Listing or SPAC Transaction, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section Subsections 3.1, Section and 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, or (iii) upon a Deemed Liquidation Event, Event (as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, as amended and/or restated from time to time), whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Cullinan Oncology, LLC)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (ScripsAmerica, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO, (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing Company’s certificate of a SPAC Transactionincorporation, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before upon the consummation of the a Qualified IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, Sale (as such term is defined in the Restated Certificate Articles) or (ivthe application of Article 3.2.3(d) upon of the closing of a SPAC TransactionArticles, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Adaptimmune Therapeutics PLC)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section 3.2 3.2, 3.3 and Section 3.3 3.4 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, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 3.1 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon the closing of a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Good Earth Organics, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 3.1 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 a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Rights Agreement (R&r Acquisition Vi, Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 Subsection 2.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOInitial Public Offering, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Krystal Biotech, Inc.)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section Subsection 3.2 and Section Subsection 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(d15(g) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term in which the consideration is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transactioncash and/or freely-tradeable and marketable securities, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Dynamics Special Purpose Corp.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 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 occurrence of a Deemed Liquidation Event, Event (as such term is defined in the Restated Certificate Operating Agreement), or (iv) upon the closing conversion of a SPAC Transactionthe Series A Preferred Shares into Common Shares (as set forth in the Operating Agreement), whichever event occurs first.

Appears in 1 contract

Samples: S Rights Agreement (Zoom Technologies Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 3.2, Section 3.3 and Section 3.3 3.6 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOa Qualified Public Offering, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Ophthotech Corp.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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 Section 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCharter, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Braze, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, IPO or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

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

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 Sections 4.1 and Section 3.3 4.2 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOan Initial Offering of a Listed Company (but only with respect to such Listed Company and its Subsidiaries), (ii) when the Listed Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing Change of a SPAC TransactionControl, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Roivant Sciences Ltd.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, Act or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionDeemed Liquidation Event (as defined in the Certificate), whichever event occurs first.

Appears in 1 contract

Samples: Investor Rights Agreement (Immunome Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsections 3.1 and 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, or (iii) upon immediately before a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

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

Termination of Information 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (scPharmaceuticals Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Sections 3.1 and 3.2 and Section 3.3 shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO, (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Cognition Therapeutics Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect upon (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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing termination of a SPAC Transactionthis Agreement pursuant to Section 8.16 hereof, whichever event occurs first.

Appears in 1 contract

Samples: Rights Agreement (Ellipse Technologies Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing Company’s Articles of a SPAC TransactionAssociation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Painreform Ltd.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 3.1 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 section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, Corporate Event (as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionAmended Articles), whichever event occurs first. The covenants set forth in Section 3.2 shall terminate and be of no further force or effect upon a Corporate Event.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Adaptive Biotechnologies Corp)

Termination of Information Rights. The covenants set forth in this Section 3.1, Section 3.2 and Section 3.3 3 shall terminate and be of no further force or effect (ia) immediately before the consummation of the IPO, (iib) when upon the Company first becomes becoming subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, Act or (iiic) upon a Deemed Liquidation Event, Event (as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate), whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (CS Disco, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before upon the consummation of the IPO, or (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (NEXGENT Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionFormation, whichever event occurs first.

Appears in 1 contract

Samples: Stock Purchase Agreement

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and 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 a Deemed Liquidation Event, as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs firstIncorporation.

Appears in 1 contract

Samples: Registration Rights Agreement (Neuro-Hitech, Inc.)

Termination of Information Rights. The covenants set forth in Section Subsection 3.1, Section Subsection 3.2 and Section Subsection 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, or (iii) upon a Deemed Liquidation Event, Event as such term is defined in the Restated Company’s Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs firstIncorporation.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Amylyx Pharmaceuticals, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, 3.1 and Section 3.2 and Section 3.3 shall terminate and be of no further force or effect upon the earlier of (i) the date immediately before the consummation of the IPO, IPO or (ii) when the date that the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Tactile Systems Technology Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsection 3.1 and Subsection 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the IPOIPO or a Qualified Merger, or (ii) when upon a Liquidation Transaction, provided that the Company first becomes subject proceeds distributable to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCompany’s stockholders are cash and/or marketable securities, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Olema Pharmaceuticals, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 and Section 3.3 3.1 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, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Company’s Amended and Restated Certificate or (iv) upon the closing of a SPAC TransactionIncorporation, whichever event occurs first.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Dova Pharmaceuticals, Inc.)

Termination of Information Rights. The covenants set forth in Section 3.1, Section 3.2 Sections 2.1 and Section 3.3 2.2 above shall terminate and be of no further force or effect (i) immediately before after the consummation of any initial underwritten public offering of the Company’s Common Stock that results in the listing of such Common Stock on a national securities exchange (an “IPO”), or (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 a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC Transaction, whichever event occurs first.

Appears in 1 contract

Samples: Stockholders Agreement (Russ Berrie & Co Inc)

Termination of Information Rights. The covenants set forth in Section 3.1, Section Subsections 3.1 and 3.2 and Section 3.3 shall terminate and be of no further force or effect (i) immediately before the consummation of the Qualified IPO, as defined in the Restated Certificate, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Restated Certificate or (iv) upon the closing of a SPAC TransactionCertificate, whichever event occurs first.

Appears in 1 contract

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

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