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Registration Rights.
Registration Rights. contract clause examples

Registration Rights. No Person has any right to cause the Company or any Subsidiary to effect the registration under the Securities Act of any securities of the Company or any Subsidiary, other than those rights that have been waived or satisfied.

#Buyer shall # within two (2) days after the Closing Date, provide (by email being sufficient) Seller with a Selling Stockholders Questionnaire, substantially in the form of [Exhibit B], which such Questionnaire shall contain the selling stockholder information needed from Seller pursuant to the applicable requirements of the Securities Act in connection with Buyer’s preparation of the Registration Statement (as defined below) and # within thirty (30) days of receiving such information requested pursuant to the [foregoing clause (i)] (which period shall be tolled due to any delays occurring from additional follow-up information, questions or clarifications reasonably requested by Buyer to Seller as are necessary for the purposes of completing the Registration Statement), or if Buyer does not provide such Selling Stockholders Questionnaire within two (2) days after the Closing Date in accordance with the [foregoing clause (i)], thirty (30) days after the Closing Date (the “Filing Deadline”), prepare and file a Shelf Registration Statement with the Commission to permit the public resale of all Shares issued to Seller hereunder (a “Registration Statement”). The Registration Statement filed with the Commission pursuant to this Section 6.8 shall be on Form S-3 or, if Form S-3 is not then available to Buyer, on Form S-1 or such other form of registration statement as is then available to effect a registration for resale of the Shares and shall contain a prospectus in such form as to permit Seller to sell such Shares pursuant to Rule 415 under the Securities Act (or any successor or similar provision adopted by the Commission then in effect) at any time beginning on the date such Registration Statement is declared effective by the Commission (the “Effectiveness Date”). Buyer shall provide a draft of the Registration Statement to Seller for review at least three (3) Business Days in advance of filing the Registration Statement. Buyer shall use its Reasonable Efforts to cause a Registration Statement filed pursuant to this Section 6.8 to be declared effective as soon as reasonably practicable thereafter (the “Effectiveness Deadline”). Until the earlier of # the third anniversary of the Effectiveness Date and # the date on which Seller cease to hold any Shares issued hereunder, Buyer shall use its reasonable best efforts to cause a Registration Statement filed pursuant to this Section 6.8 to remain effective, and to be supplemented and amended to the extent necessary to ensure that such Registration Statement is available or, if not available, that another registration statement is available for the resale of the Shares. When effective, a Registration Statement (including the documents incorporated therein by reference) will comply as to form in all material respects with all applicable requirements of the Securities Act and the Exchange Act and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading (in the case of any prospectus contained in such Registration Statement, in the light of the circumstances under which a statement is made). Seller shall not be identified as a statutory underwriter in any Registration Statement unless in response to a comment or request from the staff of the Commission or another regulatory agency; provided, however, that if the Commission requests that Seller be identified as a statutory underwriter in the Registration Statement, Seller will have an opportunity to withdraw from the Registration Statement. For purposes of this Section 6.8, the term “Shares” includes any equity security of Buyer issued or issuable with respect to the Shares issued hereunder by way of share split, dividend, distribution, recapitalization, merger, exchange, replacement or similar event or otherwise.

Registration Under the Securities Act of 1933. As of the date hereof, none of the Warrant or the Warrant Shares have been registered for purposes of public resale or distribution under the Securities Act.

Registration Rights. No Person has any right to cause the Company or any Subsidiary to effect the registration under the Securities Act of any securities of the Company or any Subsidiary.

Registration Rights. Except as have been waived or complied with, there are no persons with registration rights or other similar rights to have any securities registered for sale pursuant to the Registration Statement or otherwise registered for sale or sold by the Company under the Securities Act pursuant to this Agreement.

Registration Rights. Subscriber acknowledges that the Shares are being purchased pursuant to an exemption from the registration requirements of the Securities Act and will become freely tradable only after certain conditions are met or they are registered pursuant to a Registration and Stockholder Rights Agreement to be entered into with the Company prior to the closing of the IPO.

Registration Rights. Other than as disclosed in the SEC Reports or as contemplated by the Registration Rights Agreement, no Person has any right to cause the Company to effect the registration under the Securities Act of any securities of the Company or any Subsidiaries.

Registration Rights. In addition to, and not exclusive of, any other registration rights granted to EJF pursuant to the Transaction Documents, EJF shall be entitled to exercise registration rights as are set forth in a Registration Rights Agreement in the form of Exhibit A hereto.

Registration Rights. Except as set forth on [Schedule 3.1(w)], other than the Purchaser pursuant to the Registration Rights Agreement, no Person has any right to cause the Company or any Subsidiary to effect the registration under the Securities Act of any securities of the Company or any Subsidiary.

Reference is made to that certain Registration Rights Agreement between Maker and the parties thereto, dated as of January 13, 2021 (the “Registration Rights Agreement”). All capitalized terms used in this Section 16 shall have the same meanings ascribed to them in the Registration Rights Agreement.

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