Common use of Certain Limitations in Connection with Future Grants of Registration Rights Clause in Contracts

Certain Limitations in Connection with Future Grants of Registration Rights. (a) From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of demand registration rights unless such agreement includes provisions to the effect that (i) the Company will give each Holder notice at least thirty (30) days prior to the filing of a registration statement pursuant to the exercise of such rights and (ii) if any Holder requests inclusion of Registrable Securities in such registration statement within thirty (30) days after receipt of such notice, then such Holder's Registrable Securities requested to be so included will be on a pari passu basis in proportion to the securities each selling securityholder requests to be registered if marketing factors require a limitation on the number of securities to be included in such registration statement. (b) From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of incidental or "piggyback' registration rights unless such agreement includes provisions to the effect that, in the case of a registered underwritten public offering of the Common Stock to which Section 3 hereof applies, such agreement gives priority to the Holders of Registrable Securities requested to be so included if marketing factors require a limitation on the number of shares of Common Stock to be included in such offering.

Appears in 2 contracts

Samples: Registration Rights Agreement (Daimlerchrysler Aerospace Ag), Registration Rights Agreement (Spacehab Inc \Wa\)

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Certain Limitations in Connection with Future Grants of Registration Rights. (a) From and after the date of this Agreement, except with respect to the agreements with Future Holders which are permitted under the Purchase Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of demand registration rights unless such agreement includes provisions to the effect that (i) the Company will give each Holder notice at least thirty (30) days prior to the filing of a registration statement pursuant to the exercise of such rights and (ii) if any Holder requests inclusion of Registrable Securities in such registration statement within thirty (30) days after receipt of such notice, then such Holder's Registrable Securities requested to be so included will be on a pari passu basis in proportion to given priority over the securities each selling securityholder requests sought to be registered by the holders of such demand registration rights if marketing factors require a limitation on the number of securities to be included in such registration statement. (b) From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of incidental or "piggyback' " registration rights unless such agreement includes provisions to the effect that, in the case of a registered underwritten public offering of the Common Stock to which Section 3 hereof applies, such agreement gives priority to the Holders of Registrable Securities requested to be so included if marketing factors require a limitation on the number of shares of Common Stock to be included in such offering.gives

Appears in 2 contracts

Samples: Registration Rights Agreement (Reliance Financial Services Corp), Registration Rights Agreement (Swiss Reinsurance America Corp)

Certain Limitations in Connection with Future Grants of Registration Rights. (a) From and after the date of this Agreement, except with respect to the agreements with Future Holders which are permitted under the Purchase Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of demand registration rights unless such agreement includes provisions to the effect that (i) the Company will give each Holder notice at least thirty (30) days prior to the filing of a registration statement pursuant to the exercise of such rights and (ii) if any Holder requests inclusion of Registrable Securities in such registration statement within thirty (30) days after receipt of such notice, then such Holder's Registrable Securities requested to be so included will be on a pari passu basis in proportion to given priority over the securities each selling securityholder requests sought to be registered by the holders of such demand registration rights if marketing factors require a limitation on the number of securities to be included in such registration statement. (b) From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of incidental or "piggyback' " registration rights unless such agreement includes provisions to the effect that, in the case of a registered underwritten public offering of the Common Stock to which Section 3 hereof applies, such agreement gives priority to the Holders of Registrable Securities requested to be so included if marketing factors require a limitation on the number of shares of Common Stock to be included in such offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Home State Holdings Inc)

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Certain Limitations in Connection with Future Grants of Registration Rights. (a) From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing for the granting to such holder of demand registration rights unless such agreement includes provisions to the effect that (i) the Company will give each Holder the holders of Warrants and Shares notice at least thirty (30) days prior to the filing of a registration statement pursuant to the exercise of such rights and (ii) notwithstanding Section 17.2 hereof, if any Holder a holder of Warrants or Shares requests inclusion of Registrable Securities Shares (whether such Shares are held directly or through the right to obtain such Shares upon the conversion of Warrants held by such holder) and requests priority for such Shares in such registration statement within thirty (30) days after receipt of such notice, then such Holderholder's Registrable Securities Shares requested to be so included will be on a pari passu basis in proportion to given priority over the securities each selling securityholder requests sought to be registered by the holders of such demand registration rights if marketing factors require a limitation on the number of securities to be included in such registration statement. statement (b) From and after the date of this Agreement, the Company such registration shall not enter into any agreement with any holder or prospective holder of any of its Common Stock providing be deemed a demand registration for the granting to such holder of incidental or "piggyback' registration rights unless such agreement includes provisions to the effect that, in the case of a registered underwritten public offering of the Common Stock to which under Section 3 hereof applies, such agreement gives priority to the Holders of Registrable Securities requested to be so included if marketing factors require a limitation on the number of shares of Common Stock to be included in such offering.17.1 hereof),

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Medar Inc)

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