Underwritten Offering Withdrawal. The Demanding Holder(s) initiating an Underwritten Offering or the Requesting Holder(s) (if any) shall have the right to withdraw from an Underwritten Offering for any or no reason whatsoever upon written notification to the Company and the Underwriter or Underwriters (if any) of their intention to withdraw from such Registration prior to the to the filing of the applicable “red xxxxxxx” prospectus or prospectus supplement used for marketing such Underwritten Offering. Notwithstanding anything to the contrary in this Agreement, the Company shall be responsible for the Registration Expenses incurred in connection with an Underwritten Offering prior to its withdrawal under this Section 2.1.5. If the Demanding Holder(s) withdraw(s) from a proposed offering relating to an Underwritten Offering in such event, then such registration shall count as an Underwritten Offering provided for in Section 2.1.3.
Appears in 2 contracts
Samples: Registration Rights Agreement (Faraday Future Intelligent Electric Inc.), Registration Rights Agreement (Property Solutions Acquisition Corp.)
Underwritten Offering Withdrawal. The Prior to the filing of the applicable “red xxxxxxx” prospectus or prospectus supplement used for marking such Underwritten Offering, a majority-in-interest of the Demanding Holder(s) Holders initiating an Underwritten Offering or the Requesting Holder(s) (if any) Demand pursuant to a Registration under subsection 2.1.3 shall have the right to withdraw from a Registration pursuant to an Underwritten Offering pursuant to subsection 2.1.3 for any or no reason whatsoever upon written notification (“Withdrawal Notice”) to the Company and the Underwriter or Underwriters (if any) of their intention to withdraw from such Registration prior Registration; provided that any Requesting Holding may elect to the to the filing of the applicable “red xxxxxxx” prospectus or prospectus supplement used for marketing such Underwritten Offering. Notwithstanding anything to the contrary in this Agreement, have the Company shall be responsible for the Registration Expenses incurred in connection with continue an Underwritten Offering prior Demand if the Minimum Takedown Threshold would still be satisfied by the Registrable Securities proposed to its withdrawal under this Section 2.1.5. If be sold in the Demanding Holder(s) withdraw(s) from a proposed offering relating to an Underwritten Offering in such event, then such registration shall count as an Underwritten Offering provided for in Section 2.1.3.Demand by such
Appears in 2 contracts
Samples: Registration Rights Agreement (WeWork Inc.), Registration Rights Agreement (BowX Acquisition Corp.)