Allocation of Registration Opportunities. In any circumstance in which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of shares of any currently unissued series of Preferred Stock of the Company) with registration rights (the "Other Shares") requested to be included in a registration on behalf of the Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among the Holders requesting inclusion of shares pro rata on the basis of the number of shares of Registrable Securities and that would be held by such Holders, assuming conversion, that such Holders had requested to be included in the registration. No Holder shall have any right to take any action to restrain, enjoin, or otherwise delay any registration as the result of any controversy that might arise with respect to the interpretation or implementation of this Section 1.
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Samples: Research and Option Agreement (Curagen Corp), Research and Option Agreement (Curagen Corp), Research and Option Agreement (Curagen Corp)
Allocation of Registration Opportunities. In any circumstance in ---------------------------------------- which all of the Registrable Securities and other shares of Common Stock of the Company (including shares of Common Stock issued or issuable upon conversion of shares of any currently unissued series of Preferred Stock of the Company) with registration rights (the "Other Shares") Shares requested to be included in a registration on behalf of the Holder or other selling stockholders cannot be so included as a result of limitations of the aggregate number of shares of Registrable Securities and Other Shares that may be so included, the number of shares of Registrable Securities and Other Shares that may be so included shall be allocated among amongst the Holders and other selling stockholders requesting inclusion of shares pro rata on the basis of the number of shares of Registrable Securities and Other Shares that would be held by such HoldersHolders and other selling stockholders, assuming conversion, that such Holders had requested . The Company shall not limit the number of Registrable Securities or Other Shares to be included in the registration. No Holder shall have any right a registration pursuant to take any action this Agreement in order to restraininclude shares held by stockholders with no registration rights or to include other shares of stock issued to employees, enjoinofficers, directors, or otherwise delay consultants. Notwithstanding any other provision of this Agreement, all registration as rights of the result Holders shall be subordinate to the registration rights of any controversy that might arise with respect Institutional Investor to include any securities of the interpretation or implementation of this Section 1Company in a registration statement.
Appears in 1 contract
Samples: Investors' Rights Agreement (Cypress Financial Services Inc)