Common use of No Inclusion of Other Securities Clause in Contracts

No Inclusion of Other Securities. The Company shall in no event include any securities other than such securities described on Schedule 3(i) attached hereto (the “Additional Shares”) and Registrable Securities on any Registration Statement filed in accordance herewith without the prior written consent of the Required Holders; provided, that if the SEC shall require the Company (or a reduction is otherwise necessary to prevent one or more Investors being named as an underwriter therein) to reduce the aggregate number of shares of Common Stock registered on any Registration Statement that includes both Registrable Securities and Additional Shares, all of the Additional Shares shall be excluded before any of the aggregate number of Registrable Securities to be registered on such Registration Statement shall be reduced. Until the Applicable Date (as defined in the Securities Purchase Agreement), the Company shall not enter into any agreement providing any registration rights to any of its security holders, except as otherwise permitted under the Securities Purchase Agreement.

Appears in 5 contracts

Samples: Registration Rights Agreement (Cero Therapeutics Holdings, Inc.), Registration Rights Agreement (Cero Therapeutics Holdings, Inc.), Registration Rights Agreement (Cero Therapeutics Holdings, Inc.)

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No Inclusion of Other Securities. The Except for such securities as set forth on Schedule 2(i), the Company shall in no event include any securities other than such securities described on Schedule 3(i) attached hereto (the “Additional Shares”) and Registrable Securities on any Registration Statement filed in accordance herewith without the prior written consent of the Required Holders; provided, that if that, in the event of any reduction in the aggregate number of securities included on the applicable Registration Statement required by the SEC shall require the Company (or a reduction is otherwise as necessary to prevent one or more Investors being named as deemed an underwriter therein) to reduce under such applicable Registration Statement), the aggregate number of shares of Common Stock registered securities as set forth on any Registration Statement that includes both Registrable Securities and Additional Shares, all of the Additional Shares Schedule 2(i) shall be excluded before reduced on such Registration Statement, pro rata, prior to any reduction of any of the aggregate number of Registrable Securities to be registered on included in such Registration Statement shall be reducedStatement. Until the Applicable Date (as defined in the Securities Purchase Agreement), the Company shall not enter into any agreement providing any registration rights to any of its security holders, except as otherwise permitted under the Securities Purchase Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Splash Beverage Group, Inc.), Registration Rights Agreement (Splash Beverage Group, Inc.)

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