Example ContractsClausesTermination of Registration Rights
Termination of Registration Rights
Termination of Registration Rights contract clause examples

. Except for Section 2.11, which shall survive until the expiration of any applicable statutes of limitation, Section 2 shall terminate automatically and have no further force or effect upon the earliest to occur of:

Termination of Registration Rights. A Holder’s registration rights as to any securities held by such Holder (and its Affiliates, partners, members and former members) shall not be available unless such securities are Registrable Securities.

Termination of Registration Rights. For the avoidance of doubt, it is expressly agreed and understood that in the event that there are no Registrable Securities outstanding, all registration rights granted to the Holders hereunder shall terminate in their entirety effective on the first date on which there shall cease to be any Registrable Securities outstanding, and the Company shall have no further obligation to file, cause to be declared effective or keep effective any Registration Statement hereunder.

Termination of Registration Rights. No Holder shall be entitled to exercise any right provided for in this Section 2 upon the earliest to occur of: # five (5) years following the consummation of the Initial Offering, # such time at which all shares held by such Holder (together with any Affiliate of the Holder with whom such Holder must aggregate its sales under Rule 144) can be sold in any three (3) month period without registration or volume limitations in compliance with Rule 144 or another similar exemption or # such time at which such Holder is not an Affiliate of the Company.

Termination of Registration Rights. Except for [Section 2.7], which shall survive until the expiration of any applicable statutes of limitation, [Section 2] shall terminate automatically and have no further force or effect upon the earliest to occur of:

Termination of Piggyback Registration Rights. The Holders’ rights under this [Section 2.02] shall terminate at such time as the Holders (together with their Affiliates) cease to hold at least the Piggyback Threshold Amount of Registrable Securities (calculated based on the Unit Purchase Price).

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.

#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 Rights. Except as described on [Schedule 3.1(v)], 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.

In the event that the Shares are not registered in connection with the consummation of the Transaction, the Company agrees that, within fifteen (15) business days after the consummation of the Transaction (the “Filing Deadline”), the Company will file with the Commission (at the Company’s sole cost and expense) a registration statement (the “Registration Statement”) registering such resale, and the Company shall use its commercially reasonable efforts to have the Registration Statement declared effective as soon as practicable after the filing thereof, but no later than the earlier of # 60th calendar day (or 120th calendar day if the Commission notifies the Company that it will “review” the Registration Statement) following the Filing Deadline, and # ten business days after the Company is notified (orally or in writing, whichever is earlier) by the SEC that the Registration Statement will not be “reviewed” or will not be subject to further review (such earlier date, the “Effectiveness Date”); provided, however, that the Company’s obligations to include the Shares in the Registration Statement are contingent upon the undersigned furnishing in writing to the Company such information regarding the undersigned, the securities of the Company held by the undersigned and the intended method of disposition of the Shares as shall be reasonably requested by the Company to effect the registration of the Shares, and the undersigned shall execute such documents in connection with such registration as the Company may reasonably request that are customary of a selling stockholder in similar situations; provided, further, however, that Subscriber shall not in connection with the foregoing be required to execute any lock-up or similar agreement or otherwise be subject to any contractual restriction on the ability to transfer the Shares. The Company will provide a draft of the Registration Statement to the Subscriber for review at least two (2) business days in advance of filing the Registration Statement. Notwithstanding the foregoing, if the Commission prevents the Company from including any or all of the shares proposed to be registered under the Registration Statement due to limitations on the use of Rule 415 of the Securities Act for the resale of the Shares by the applicable stockholders or otherwise, such Registration Statement shall register for resale such number of Shares which is equal to the maximum number of Shares as is permitted by the Commission. In such event, the number of Shares to be registered for each selling stockholder named in the Registration Statement shall be reduced pro rata among all such selling stockholders. In no event shall the undersigned be identified as a statutory underwriter in the 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 the undersigned be identified as a statutory underwriter in the Registration Statement, the undersigned will have an opportunity to withdraw from the Registration Statement. The Company will use its commercially reasonable efforts to maintain the continuous effectiveness of the Registration Statement until the earliest of # the date on which the Shares may be resold without volume or manner of sale limitations pursuant to Rule 144 promulgated under the Securities Act and without the requirement for the Company to be in compliance with the current public information required under Rule 144(c)(2) (or Rule 144(i)(2), if applicable), # the date on which all Shares have actually been sold and # the date which is three (3) years after the Subscription Closing (the “Effectiveness Period”). For as long as the Registration Statement shall remain effective pursuant to the immediately preceding sentence, the Company will use commercially reasonable efforts to file all reports, and provide all customary and reasonable cooperation, necessary to enable the undersigned to resell the Shares pursuant to the Registration Statement or Rule 144 of the Securities Act (when Rule 144 of the Securities Act becomes available to the undersigned), as applicable, qualify the Shares for listing on NYSE or other applicable stock exchange on which the Company’s Class A common stock is then listed, and update or amend the Registration Statement as necessary to include the Shares. For purposes of clarification, any failure by the Company to file the Registration Statement by the Filing Deadline or to effect such Registration Statement by the Effectiveness Date shall not otherwise relieve the Company of its obligations to file or effect the Registration Statement set forth in this Section 8.

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