Limitations on Additional Registration Rights Sample Clauses

Limitations on Additional Registration Rights. From and after the date of this Agreement, unless holders of at least a majority of the Registrable Common have consented, the Company will not enter into any agreement granting any security holder or prospective security holder of any securities of the Company registration rights with respect to such securities except for agreements granting new registration rights which are subordinate to the registration rights granted to the Holders herein.
Sample 1See All (4)
AutoNDA by SimpleDocs
Limitations on Additional Registration Rights. The Registration Statement filed in accordance with Section 7.2 may include other shares of the Company with respect to which registration rights have been granted, and may include shares of the Company being sold for the account of the Company; provided however, that such inclusions do not adversely affect the registration of the Registrable Securities.
Sample 1See All (4)
Limitations on Additional Registration Rights. The Company shall not, without the prior written consent of the holders of two-thirds of the then- outstanding Registrable Securities, enter into any agreement with any holder or prospective holder of any securities of the Company providing for the granting to such holder of any right to Register or cause the Registration of any securities of the Company, unless such rights are in all respects subordinate to those of the holders of Registrable Securities.
Sample 1Sample 2
Limitations on Additional Registration Rights. From and after the date of this Agreement, neither the Company nor the Public Company shall enter into any agreement granting any holder or prospective holder of any securities of the Company (or the Public Company) registration rights with respect to such securities unless the prior approval of the Holders of sixty-six percent (66%) of the then outstanding Registrable Common has been obtained and such new holder is made a party to this Agreement.
Sample 1
Limitations on Additional Registration Rights. From and after the date of this Agreement, the Company shall not, without the consent of the Investors holding a majority of the Registrable Common enter into any agreement granting any holder or prospective holder of any securities of the Company registration rights with respect to such securities except for agreements granting new registration rights which (i) are subordinate to the registration rights granted hereunder, (ii) would not reduce the number of shares of Registrable Common that the existing Investors are entitled to include in any registration, and (iii) prohibit such holders from making a demand for registration that could result in such registration statement being declared effective prior to six months after the date of the Company’s initial public offering or within 180 days of the effective date of any registration effected pursuant to Section 2.1. Any party that is granted subordinate registration rights pursuant to this Section 2.10 may be made a party to this Agreement with the consent of the Investors holding a majority of the Registrable Common, voting together as a single class.
Sample 1
Limitations on Additional Registration Rights. The Purchaser shall not, without the prior written consent of the Selling Shareholders, which consent shall not be unreasonably withheld, enter into any agreement with any holder or prospective holder of any securities of the Purchaser providing for the granting to such holder of any right to Register or cause the Registration of any securities of the Purchaser, unless such rights are in all respects subordinate to those of the Selling Shareholders.
Sample 1
Limitations on Additional Registration Rights. From and after the date of this Agreement, the Company shall not, without the consent of the Holders of at least a majority in interest of the Registrable Common, enter into any agreement granting any holder or prospective holder of any securities of the Company registration rights with respect to such securities except for agreements granting new registration rights which (i) are subordinate to the registration rights granted hereunder, (ii) would not reduce the number of shares of Registrable Common that the existing Holders are entitled to include in any registration (including registrations under SECTION 2.2), and (iii) prohibit such holders from making a demand for registration that could result in such registration statement being declared effective prior to six months after the date of the Company’s initial public offering or within 180 days of the effective date of any registration effected pursuant to SECTION 2.1. Any party that is granted equal or subordinate registration rights pursuant to this SECTION 9 may be made a party to this Agreement.
Sample 1
AutoNDA by SimpleDocs
Limitations on Additional Registration Rights. The registration statement filed in accordance with Section 2.1, 2.2 or 2.3 may include other securities of MiniMed with respect to which registration rights have been granted, and may include securities of MiniMed being sold for the account of MiniMed; provided however, that such inclusions do not adversely affect the registration or distribution of the Registrable Securities.
Sample 1

Related to Limitations on Additional Registration Rights

  • Limitations on Registration Rights Notwithstanding anything herein to the contrary, (i) the Representative may not exercise its rights under Section 2.1 and 2.2 hereunder after five (5) and seven (7) years after the effective date of the registration statement relating to the Company’s initial public offering, respectively, and (ii) the Representative may not exercise its rights under Section 2.1 more than one time.

  • Certain Limitations on Registration Rights In the case of any registration under Section 2.1 involving an underwritten offering, or, in the case of a registration under Section 2.2, if the Company has determined to enter into an underwriting agreement in connection therewith, all securities to be included in such underwritten offering shall be subject to such underwriting agreement and no Person may participate in such underwritten offering unless such Person (i) agrees to sell such Person’s securities on the basis provided therein and completes and executes all reasonable questionnaires, and other documents (including custody agreements and powers of attorney) which must be executed in connection therewith; provided, however, that all such documents shall be consistent with the provisions hereof and (ii) provides such other information to the Company or the underwriter as may be necessary to register such Person’s securities.

  • Limitations on Subsequent Registration Rights From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

  • Restrictions on Registration Rights If (A) during the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of the filing of, and ending on a date one hundred and twenty (120) days after the effective date of, a Company initiated Registration and provided that the Company has delivered written notice to the Holders prior to receipt of a Demand Registration pursuant to subsection 2.1.1 and it continues to actively employ, in good faith, all reasonable efforts to cause the applicable Registration Statement to become effective; (B) the Holders have requested an Underwritten Registration and the Company and the Holders are unable to obtain the commitment of underwriters to firmly underwrite the offer; or (C) in the good faith judgment of the Board such Registration would be seriously detrimental to the Company and the Board concludes as a result that it is essential to defer the filing of such Registration Statement at such time, then in each case the Company shall furnish to such Holders a certificate signed by the Chairman of the Board stating that in the good faith judgment of the Board it would be seriously detrimental to the Company for such Registration Statement to be filed in the near future and that it is therefore essential to defer the filing of such Registration Statement. In such event, the Company shall have the right to defer such filing for a period of not more than thirty (30) days; provided, however, that the Company shall not defer its obligation in this manner more than once in any 12-month period. Notwithstanding anything to the contrary contained in this Agreement, no Registration shall be effected or permitted and no Registration Statement shall become effective, with respect to any Registrable Securities held by any Holder, until after the expiration of the Founder Shares Lock-Up Period or the Private Placement Lock-Up Period, as the case may be.

  • Additional Registration Rights If Issuer at any time after the exercise of the Option proposes to register any shares of Issuer Common Stock under the Securities Act in connection with an underwritten public offering of such Issuer Common Stock, Issuer will promptly give written notice to Grantee of its intention to do so and, upon the written request of any Selling Stockholder given within 30 days after receipt of any such notice (which request shall specify the number of shares of Issuer Common Stock intended to be included in such underwritten public offering by the Selling Stockholder), Issuer will cause all such shares for which a Selling Stockholder requests participation in such registration to be so registered and included in such underwritten public offering; provided, however, that Issuer may elect to not cause any such shares to be so registered (i) if in the reasonable good faith opinion of the underwriters for such offering, the inclusion of all such shares by the Selling Stockholder would materially interfere with the marketing of such offering (in which case Issuer shall register as many shares as possible without materially interfering with the marketing of the offering), or (ii) in the case of a registration solely to implement an employee benefit plan or a registration filed on Form S-4 of the Securities Act or any successor Form. If some but not all the shares of Issuer Common Stock with respect to which Issuer shall have received requests for registration pursuant to this Section 10(b) shall be excluded from such registration, Issuer shall make appropriate allocation of shares to be registered among the Selling Stockholders desiring to register their shares pro rata in the proportion that the number of shares requested to be registered by each such Selling Stockholder bears to the total number of shares requested to be registered by all such Selling Stockholders then desiring to have Issuer Common Stock registered for sale.

  • Assignability of Registration Rights Except as provided in Section 8.11, no Party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without the written consent of the other Party to this Agreement.

  • Transferability of Registration Rights The registration rights set forth in this Agreement are transferable to each transferee of Registrable Securities. Each subsequent holder of Registrable Securities must consent in writing to be bound by the terms and conditions of this Agreement in order to acquire the rights granted pursuant to this Agreement.

  • Limitation on Subsequent Registration Rights Other than as provided in Section 5.10, after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company that would grant such holder rights to demand the registration of shares of the Company’s capital stock, or to include such shares in a registration statement that would reduce the number of shares includable by the Holders.

  • Termination of Registration Rights A Holder’s registration rights as to any securities held by such Holder (and its Affiliates, partners, members and former members) shall not be available unless such securities are Registrable Securities.

  • Limitations on Requested Registration The Company shall not be obligated to effect, or to take any action to effect, any such registration pursuant to this Section 2.1: (i) Prior to the earlier of (A) the four (4) year anniversary of the date of this Agreement or (B) six (6) months following the effective date of the Company’s Initial Public Offering; (ii) In any particular jurisdiction in which the Company would be required to execute a general consent to service of process in effecting such registration, qualification, or compliance, unless the Company is already subject to service in such jurisdiction and except as may be required by the Securities Act; (iii) After the Company has initiated two (2) such registrations pursuant to this Section 2.1 (counting for these purposes only (1) registrations where at least 75% of the Registrable Securities requested to be registered are in fact registered and which have been declared or ordered effective and pursuant to which securities have been sold, and (2) registrations that closed, or were withdrawn at the request of the Holders (other than as a result of a material adverse change to the Company)); or (iv) During the period starting with the date sixty (60) days prior to the Company’s good faith estimate of the date of filing of, and ending on a date ninety (90) days (or in the case of the Company’s Initial Public Offering, one hundred eighty (180) days) after the effective date of, a Company-initiated registration (other than a registration relating solely to employee benefit plans); provided that (A) the Company is actively employing in good faith best efforts to cause such registration statement to become effective and, (B) with respect to any request for registration pursuant to Section 2.1(a) received prior the date of filing of such Company-initiated registration, the Company shall have delivered written notice to the holders of Registrable Securities of its intent to file such registration within thirty (30) days after its receipt of such request.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!