Future Registration Rights Clause Samples

Future Registration Rights. Except as expressly permitted by this Agreement and except for an underwriting agreement between the Company and one or more professional underwriters of securities, the Company shall not enter into any agreement to register any Equity Securities under the Securities Act unless such agreement specifically provides that (a) the holder of such Equity Securities may not participate in any registration requested pursuant to Section 2 hereof without the written consent of the Holders of a majority of the shares of Registrable Securities included in such registration unless (i) the sale of the Registrable Securities is to be underwritten on a firm commitment basis and the managing underwriter in its good faith judgment concludes that the public offering or sale of such Equity Securities would not cause the number of shares of Registrable Securities and such Equity Securities to exceed the number which can be sold in such offering, and (ii) the Holders of Registrable Securities shall have the right to participate, to the extent that they may request, in any registration statement initiated under a demand registration right exercised by the holder of such Equity Securities, except that if the managing underwriter of a public offering made pursuant to such a demand registration limits the number of shares of Common Stock to be sold, the participation of the Holders of Registrable Securities and the holders of all other Common Stock (other than the Equity Securities held by such holder of Equity Securities) shall be pro rata based upon the number of shares of Registrable Securities and Common Stock held at the time of filing the registration statement, (b) the holder of such Equity Securities may not participate in any registration requested pursuant to Section 3 hereof if the sale of Registrable Securities is to be underwritten unless, if the managing underwriter limits the total number of securities to be sold, the holders of such Equity Securities and the Holders of Registrable Securities are entitled to participate in such underwritten distribution pro rata based upon the number of shares of Common Stock and Registrable Securities held at the time of filing the registration statement, and (c) all Equity Securities excluded from any registration as a result of the foregoing limitations shall not be included in such registration and may not be publicly offered or sold for such period as the managing underwriter of such registered distribution may reasonably reques...

Future Registration Rights. The Corporation shall not grant registration rights without the prior written consent of the Investor unless the granting of such registration rights does not limit, in any material respect, the registration rights granted to the Investor pursuant to this Agreement and such registration rights are not materially more favourable to the grantee than the registration rights granted to the Investor.

Future Registration Rights. The Corporation shall not (a) grant any registration rights to third parties which are more favorable than or inconsistent with the rights granted to the Investor hereunder, or (b) enter into any agreement, take any action, or permit any change to occur, with respect to its securities that violates or subordinates the rights granted to the Investor hereunder.

Future Registration Rights. If, after the date hereof, the Company enters into an agreement or other commitment with any other Person that has the effect of establishing registration rights with respect to the Company's capital stock the terms of which are more favorable, taken as a whole, to such Person than the registration rights established in favor of the holders of Registrable Securities and Warrantholders pursuant to Section 8.1 or Section 8.2, then the Company will promptly so notify the such holders in writing, and the Company shall, without the necessity of any action on the part of such holders, extend the benefits of such more favorable terms to such holders as if such terms were contained in this Agreement, or permit such holders to enter into such other agreement establishing such rights in lieu of this agreement.

Future Registration Rights. The Company shall not be restricted in any way in entering into any agreement with any holder or prospective holder of any securities of the Company which would allow such holder or prospective holder to include such securities in any registration filed by the Company.

Future Registration Rights. Except for any registration expressly permitted by Section 12 of this Agreement, the Company will not, without the prior approval of the Purchaser, agree with the holders of any securities issued or to be issued by the Company to register such securities under the Securities Act nor will it grant any incidental registration rights.

Future Registration Rights. The Company shall not grant any new shelf, demand, piggyback or incidental registration rights that are senior to, or pari passu with (with respect to priority on underwriting cutbacks) or otherwise conflict with the rights granted to the Investors hereunder to any shareholder or any other Person without the prior written consent of the Requisite Holders.

Future Registration Rights. Until such time as the registration statement has been declared effective by the Commission, the Company shall not grant to any third party any registration rights equal to or more favorable than those contained in this Article 4; provided, however, that the foregoing prohibition shall not prevent the Company from granting to a third party specific registration rights that are equal to those contained in this Article 4, as long as all of the registration rights granted to such third party, taken as a whole, are less favorable to the third party that those granted to such Purchasers herein. In the event that the registration statement shall fail to remain effective (or a stop order shall be entered with respect thereto) while any of the Registrable Shares remain unsold, the provisions of this Section 4.7 shall become applicable once again.

Future Registration Rights. Notwithstanding anything to the contrary contained herein, the Purchaser hereby acknowledges and agrees that the Company shall at all times have the right to grant registration rights to any Person that are equal to, having priority over or that are more favorable than those contained herein.