Examples of Original Investor Rights Agreement in a sentence
Except as expressly provided in paragraph 5.01(b), the Company shall use its reasonable best efforts to cause any such Registration Statement and the Registration Statement filed by the Company pursuant to its obligations under the Original Investor Rights Agreement to become and remain effective until such time as each Investor can sell all of its Registrable Stock pursuant to Rule 144 promulgated by the Commission under the Securities Act within a ninety (90) day period.
However, the execution and delivery of this Agreement shall not excuse, or constitute a waiver of, any Defaults or Events of Default under the Original Investor Rights Agreement, it being understood that this Agreement is not a termination of the Original Investor Rights Agreement, but is a modification (and, as modified, a continuation) of the Original Investor Rights Agreement.
Effective on and as of the Effective Date, this Agreement shall supersede the Original Investor Rights Agreement insofar as the two are inconsistent.
The Company acknowledges and agrees that the Original Investor Rights Agreement, as amended and restated hereby, is affirmed in all respects.
This Agreement (including the Exhibits and Schedules hereto) constitutes the full and entire understanding and agreement among the parties with regard to the subject matter hereof and supersedes all prior and contemporaneous arrangements or understandings with respect to the subject matter hereof, including without limitation, the Original Investor Rights Agreement.
The parties hereto are currently parties to that certain Amended and Restated Investor Rights Agreement dated as of October 29, 2002 (the “Investor Rights Agreement”), pursuant to which, among other things, the parties thereto amended and restated the Original Investor Rights Agreement on the terms and subject to the conditions set forth therein.
On March 10, 2021, the BAT Shareholder subscribed for 58,336,392 common shares in the capital of the Company ("Common Shares") pursuant to a Subscription Agreement dated March 10, 2021 (the "Original Subscription Agreement") and concurrently with such investment entered into an investor rights agreement with the Company (the "Original Investor Rights Agreement").
Effective upon the Closing, the Company and Delta hereby agree that the Original Investor Rights Agreement and all of the respective rights and obligations of the parties thereunder are hereby terminated in their entirety and shall be of no further force or effect.
Upon such execution, all provisions of, rights granted and covenants made in the Original Investor Rights Agreement are hereby waived, released and superseded in their entirety by the provisions hereof and shall have no further force or effect.
Except as specifically provided herein or in the other Restructuring Documents, this Agreement and the other agreements specifically contemplated hereby (including the exhibits hereto and thereto) supersede all prior agreements and understandings between the parties with respect to such subject matter, including the Original Investor Rights Agreement and the Original Warrants (each of which is being amended and restated as of the date hereof).