Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliate, enter into any agreement with any other holder or prospective holder of any securities of the Company that would allow such other holder or prospective holder to include securities of the Company in any registration statement on terms more favorable than the terms on which the Affiliate may include shares of Registrable Securities in such Registration.
Appears in 2 contracts
Samples: Affiliate Registration Rights Agreement (HSW International, Inc.), Affiliate Registration Rights Agreement (HSW International, Inc.)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each AffiliateInvestor, enter into any agreement with any other holder or prospective holder of any securities of the Company that would allow such other holder or prospective holder to include securities of the Company in any registration statement on terms more favorable than the terms on which the Affiliate Investor may include shares of Registrable Securities in such Registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (HSW International, Inc.), Registration Rights Agreement (HSW International, Inc.)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliatethe Holders holding a majority of the Registrable Securities then outstanding, enter into any agreement with any other holder or prospective holder of any securities of the Company that would allow such other holder or prospective holder to include have registration rights of such securities that are senior to the registration rights of the Company Holders as set forth in any registration statement on terms more favorable than the terms on which the Affiliate may include shares of Registrable Securities in such Registrationthis Section 2.
Appears in 2 contracts
Samples: Members Agreement (Sungy Mobile LTD), Investors’ Rights Agreement (Aerohive Networks, Inc)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliatethe Holders of at least a majority of the Registrable Securities then outstanding, enter into any agreement with any other holder or prospective holder of any securities of the Company that would allow grant such other holder or prospective holder to include securities of the Company in any registration statement rights on terms more favorable a parity with or senior to those granted to the Holders hereunder, other than the terms on which the Affiliate may include shares of Registrable Securities in such Registrationright to a Special Registration Statement.
Appears in 1 contract
Samples: Investor Rights Agreement (Hylete)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliatethe Holders of a majority of the Registrable Securities, enter into any agreement with any other holder or prospective holder of any securities of the Company that would allow such other holder or prospective holder to include securities of the Company in any registration statement, unless under the terms of such agreement such holder or prospective holder may include such securities in a registration statement only on terms more favorable than pari passu or subordinate to the terms on which the Affiliate Holders of Registrable Securities may include shares of Registrable Securities in such Registrationregistration.
Appears in 1 contract
Samples: Securities Purchase Agreement (Cold Spring Capital Inc.)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliatethe Investors holding a majority of the outstanding Registrable Securities then held by all the Investors, enter into any agreement with any other holder or prospective holder of any securities of the Company that would allow such other holder or prospective holder to include securities of the Company in any registration statement on terms more favorable than the terms on which the Affiliate Investors may include shares of Registrable Securities in such Registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Consonus Technologies, Inc.)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliatethe Holders of a majority of the Registrable Securities then outstanding, enter into any agreement with any other holder Holder or prospective holder of any securities of the Company that would allow grant such other holder Holder or prospective holder to include securities of the Company in any registration statement rights on terms more favorable than a parity with or senior to those granted to the terms on which the Affiliate may include shares Holders of Registrable Securities in such Registrationhereunder.
Appears in 1 contract
Samples: Stockholders Agreement (Sagent Pharmaceuticals, Inc.)
Limitation on Subsequent Registration Rights. The Company shall not, without the prior written consent of each Affiliatethe Investor, enter into any agreement with any other holder or prospective holder of any the Company’s securities of the Company that would allow grants such other holder or prospective holder rights to include securities of the Company in any registration statement Prospectus under applicable Securities Laws, unless such rights are either pro rata with, or subordinated to, the rights granted to the Investor under this Agreement on terms more favorable than reasonably satisfactory to the terms on which the Affiliate may include shares of Registrable Securities in such RegistrationInvestor.
Appears in 1 contract
Samples: Investor Rights and Strategic Opportunities Agreement