Extract to table

" RECITALS WHEREAS, the Company (formerly known as "[Insert Former SPAC Name]"), [Insert Merger Sub Name], a [Insert Entity Type] and wholly owned subsidiary of the Company ("Merger Sub"), and [Insert Target Company Name], a [Insert Entity Type] organized under the laws of [Insert Jurisdiction] (the "Target"), entered into that certain Business Combination Agreement, dated as of [Insert BCA Date] (as amended, restated, supplemented, or otherwise modified from time to time, the "Business Combination Agreement"), pursuant to which, among other things, Merger Sub was to merge with and into the Target, with the Target surviving as a wholly owned subsidiary of the Company (the "Business Combination"); WHEREAS, in connection with the consummation of the Business Combination, the Company has completed its domestication from a [Insert Prior Jurisdiction] [Insert Prior Entity Type] to a corporation incorporated under the laws of the State of Delaware, pursuant to the terms and conditions of the Business Combination Agreement (the "Domestication"); WHEREAS, following the Domestication, Merger Sub merged with and into the Target, with the Target surviving such merger as a wholly owned subsidiary of the Company, in accordance with the terms of the Business Combination Agreement; WHEREAS, as consideration for the Business Combination, the Target Holders have received shares of Common Stock (as defined below) of the Company, and may be entitled to receive additional shares of Common Stock in the form of Earnout Shares (as defined below), in each case pursuant to the Business Combination Agreement; WHEREAS, the PIPE Investors have purchased shares of Common Stock of the Company pursuant to those certain Subscription Agreements (as defined below), each dated as of [Insert Date], by and between the Company (or its predecessor) and each PIPE Investor, respectively; WHEREAS, the Sponsor holds certain Founder Shares (as defined below) and Private Placement Warrants (as defined below) that were issued in connection with the initial public offering of the Company's predecessor, [Insert Former SPAC Name]; WHEREAS, in connection with the consummation of the transactions contemplated by the Business Combination Agreement, the parties hereto desire to enter into this Agreement in order to grant the Holders certain registration rights with respect to certain securities of the Company, as more fully set forth herein; WHEREAS, this Agreement is being entered into pursuant to and in satisfaction of the obligations set forth in Section [●] of the Business Combination Agreement; and WHEREAS, this Agreement supersedes and replaces in its entirety any prior registration rights agreement entered into by the Company (or its predecessor, [Insert Former SPAC Name]) in connection with its initial public offering, including that certain Registration Rights Agreement, dated as of [Insert Date of Prior RRA], by and among [Insert Former SPAC Name] and the other parties thereto, which prior agreement shall be of no further force or effect as of the date hereof

For the avoidance of doubt, a Person shall cease to be a Holder at such time as such Person no longer holds any Registrable Securities

(c) The use of the words "include," "includes," or "including" shall, in all cases, be deemed to be followed by the words "without limitation

(h) The headings and captions in this Agreement are for convenience of reference only and shall not be considered a part of or affect the construction or interpretation of any provision of this Agreement

(j) References to "dollars" or "$" shall mean the lawful currency of the United States of America

(l) All accounting terms used herein and not expressly defined herein shall have the meanings given to them under United States generally accepted accounting principles