Cowen Investments definition
Examples of Cowen Investments in a sentence
The Cowen Investments Securities Assignment Agreements and the Director Assignment Agreement have been duly authorized, executed and delivered by the Sponsor and are valid and binding agreements of the Sponsor, enforceable against the Sponsor in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.
Under no circumstances shall the Company be obligated to effect more than an aggregate of (i) three (3) Registrations pursuant to a Demand Registration under this subsection 2.1.1 initiated by New Holders or (ii) one (1) Registration pursuant to a Demand Registration under this subsection 2.1.1 initiated by Original Holders; provided, however, that the foregoing limitation shall not apply to any Demand Registration initiated by Cowen Investments which shall be governed by Section 3.6.
Notwithstanding anything herein to the contrary, (i) Cowen Investments may not exercise its rights under Sections 2.1 and 2.2 hereunder after five (5) and seven (7) years, respectively, from the effective date of the Company’s registration statement on Form S-1, File No. 333-228470, and (ii) Cowen Investments may not exercise its rights under Section 2.1 more than one time.
Notwithstanding anything to the contrary in this Agreement, the Company shall be responsible for the Registration Expenses incurred in connection with a Registration pursuant to a Demand Registration prior to its withdrawal under this Section 2.1.5; provided that if the Company pays such expenses related to a Demand Registration initiated by Cowen Investments, such registration shall count as a Demand Registration for purposes of Section 3.6.
Notwithstanding anything herein to the contrary, (i) Cowen Investments may not exercise its rights under Sections 2.1 and 2.2 hereunder after five (5) and seven (7) years, respectively, from the effective date of the Company’s registration statement on Form S-1, File No. 333-224351, and (ii) Cowen Investments may not exercise its rights under Section 2.1 more than one time.
On behalf of C▇▇▇▇ AND COMPANY, LLC By: /s/ O▇▇▇ ▇▇▇▇▇▇▇ Name: O▇▇▇ ▇▇▇▇▇▇▇ Title: Authorized Signatory CHARDAN CAPITAL MARKETS, LLC By: /s/ J▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: J▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the ____ day of ________, ________, by and among Kaleyra, Inc., f.k.a. GigCapital, Inc., a Delaware corporation (the “Company”), Cowen Investments II LLC (“Cowen”) and Chardan Capital Markets, LLC (“Chardan”).
Titan Perc LTD Perceptive Life Sciences Master Fund LTD Cowen Investments LLC Third Rock Ventures II, L.P. Beacon Bioventures Fund III Limited Partnership Nextech III Oncology LPCI Biotechnology Value Fund, L.P. Biotechnology Value Fund Ii, L.P. Investment 10, L.L.C. Casdin Partners Master Fund, LP ▇▇▇▇▇ ▇.
Payments made pursuant to this Agreement shall be made by delivery of the Settlement Shares and the Settlement Notes to Cowen Investments and Chardan or their respective assignees and, if applicable to such party or its assignees, delivery of the Warrant.
Notwithstanding anything herein to the contrary, (i) Cowen Investments may not exercise its rights under Sections 2.1 and 2.2 hereunder after five (5) and seven (7) years, respectively, from the effective date of the Company’s registration statement on Form S-1, File No. 333-239138, and (ii) Cowen Investments may not exercise its rights under Section 2.1 more than one time.
Notwithstanding anything herein to the contrary, each of (i) ▇▇▇▇▇ Investments, ▇▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇▇ may not exercise its or his rights under Sections 2.1 and 2.3 hereunder after five (5) and seven (7) years after the effective date of the registration statement relating to the Company’s initial public offering, respectively, and (ii) Cowen Investments, ▇▇▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇▇▇ may not exercise its or his rights under Section 2.1 more than one time.