Hold-Back Agreements. The Issuer agrees that it will not effect any public or private sale or distribution (including a sale pursuant to Regulation D under the Securities Act) of any securities the same as or similar to those covered by a Registration Statement filed pursuant to Section 2 or 3 hereof, or any securities convertible into or exchangeable or exercisable for such securities, during the 10 days prior to, and during the 90-day period beginning on, (A) the effective date of any Registration Statement filed pursuant to Sections 2 and 3 hereof unless the Holders of a majority in the aggregate principal amount of the Registrable Notes to be included in such Registration Statement consent or (B) the commencement of an underwritten public distribution of Registrable Warrant Shares, if the managing underwriter thereof so requests.
Appears in 2 contracts
Samples: Senior Secured Increasing Rate Notes (New World Coffee Manhattan Bagel Inc), Registration Rights Agreement (Discovery Zone Inc)
Hold-Back Agreements. The Issuer agrees that it will not effect any public or private sale or distribution (including a sale pursuant to Regulation D under the Securities Act) of any securities the same as or similar to those covered by a Registration Statement filed pursuant to Section 2 or 3 hereof, hereof or any securities convertible into or exchangeable or exercisable for such securities, during the 10 days prior to, and during the 90-day period beginning on, (A) on the effective date of any Registration Statement filed pursuant to Sections 2 and 3 hereof unless the Holders of a majority in the aggregate principal amount of the Registrable Notes to be included in such Registration Statement consent or (B) the commencement of an underwritten public distribution of Registrable Warrant Shares, if the managing underwriter thereof so requestsconsent.
Appears in 2 contracts
Samples: Registration Rights Agreement (New World Restaurant Group Inc), Purchase Agreement (New World Restaurant Group Inc)
Hold-Back Agreements. The Issuer Each of the Issuers agrees that it will not effect any public or private sale or distribution (including a sale pursuant to Regulation D under the Securities Act) of any securities of the same class as or similar to those covered by a Registration Statement filed pursuant to Section Sections 2 or 3 hereof, or any securities convertible into or exchangeable or exercisable for such securities, during the 10 days prior to, and during the 90-day period beginning on, (A) the effective date of any Registration Statement filed pursuant to Sections 2 and 3 hereof unless the Holders of a majority in the aggregate principal amount of the Registrable Notes included or to be included in such Registration Statement consent or (B) the commencement of an underwritten public distribution of Registrable Warrant Sharesor, if there is one, if the managing underwriter or underwriters in an Underwritten Offering thereof so requestsrequest(s) in writing.
Appears in 1 contract
Samples: Registration Rights Agreement (Global Aviation Holdings Inc.)