Common use of Other Registration Rights Clause in Contracts

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the written consent of the holders of a majority of the Registrable Securities.

Appears in 30 contracts

Samples: Registration Rights Agreement (LOGIC DEVICES Inc), Registration Rights Agreement (LOGIC DEVICES Inc), Registration Rights Agreement (LOGIC DEVICES Inc)

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Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 16 contracts

Samples: Registration Rights Agreement (Montana Mills Bread Co Inc), Registration Rights Agreement (Factual Data Corp), Agreement (Chaparral Resources Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request that the Company to register any equity securities of the Company, or any securities convertible into or exchangeable into or exercisable for any such securities, without the prior written consent of the holders of at least a majority of the Registrable Securities.

Appears in 14 contracts

Samples: Registration Agreement (Twist Beauty S.a r.l. & Partners S.C.A.), Registration Agreement (Apparel Holding Corp.), Registration Agreement (Gordmans Stores, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the The Company will not grant to any person or entity Person the right to request require the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without which conflicts with the written consent of the holders of a majority of the Registrable Securitiesregistration rights granted hereunder.

Appears in 14 contracts

Samples: Registration Rights Agreement (Construction Partners, Inc.), Registration Rights Agreement (Talbots Inc), Registration Rights Agreement (BPW Acquisition Corp.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company or any Subsidiary to register any equity securities Capital Stock of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 13 contracts

Samples: Registration Rights Agreement (Transfirst Holdings Corp.), Registration Rights Agreement (Civitas Solutions, Inc.), Registration Rights Agreement (Civitas Solutions, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority Sponsor Investors; provided that, with the prior approval of the Sponsor Investors, the Company may grant rights to employees of the Company and its Subsidiaries to participate in Piggyback Registrations so long as they sign a Joinder as an “Executive” and Holder of “Executive Registrable Securities” hereunder.

Appears in 12 contracts

Samples: Registration Rights Agreement (Specialty Building Products, Inc.), Registration Rights Agreement (A.K.A. Brands Holding Corp.), Registration Rights Agreement (iCIMS Holding LLC)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities securities, options, or rights convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Investor Registrable Securities.

Appears in 12 contracts

Samples: Registration Agreement (NPMC Holdings, LLC), Registration Rights Agreement (Solera Holdings LLC), Registration Rights Agreement (Triad Financial Sm LLC)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesMajority Holders.

Appears in 10 contracts

Samples: Registration Rights Agreement (Intermedia Cloud Communications, Inc.), Registration Rights Agreement (Nutrition Topco, LLC), Registration Rights Agreement (Intermedia Cloud Communications, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the The Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without securities unless such rights are consistent with the written consent of the holders of a majority of the Registrable Securitiesrights granted under this Agreement.

Appears in 7 contracts

Samples: Form of Registration Rights Agreement (Southern Energy Inc), Form of Registration Rights Agreement (Southern Energy Inc), Registration Rights Agreement (Gamestop Corp)

Other Registration Rights. Except as otherwise provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not may grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or convertible, exchangeable into or exercisable for or into such securitiessecurities ("Other Securities"); provided, without however, that all such registration rights shall be subordinate in all respects to the written consent of registration rights held by the holders of a majority of the Registrable Securities.

Appears in 7 contracts

Samples: Registration Rights Agreement (Alyn Corp), Amended and Restated Registration Rights Agreement (Global Pharmaceutical Corp \De\), Registration Rights Agreement (Fleming Robert Inc / Da)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereofso long as any Holder owns any Registrable Securities, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, which conflicts with the rights granted to the Holders hereunder, without the prior written consent of the holders Holders of a majority at least 50% of the Registrable Securities.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Depomed Inc), Stock Purchase Agreement (Depomed Inc), Registration Rights Agreement (Athersys Inc /Oh)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesMajority Investors.

Appears in 6 contracts

Samples: Registration Rights Agreement (EngageSmart, Inc.), Registration Rights Agreement (EngageSmart, LLC), Registration Rights Agreement (Alignment Healthcare, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company Corporation will not hereafter grant to any person Person or entity Persons the right to request the Company Corporation to register any equity securities of the CompanyCorporation, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of at least a majority of the Registrable SecuritiesShares.

Appears in 6 contracts

Samples: Stock Purchase Agreement (Central Reserve Life Corp), Registration Rights Agreement (Nauert Peter W), Registration Rights Agreement (Turkey Vulture Fund Xiii LTD)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesSponsor Investors.

Appears in 6 contracts

Samples: Registration Rights Agreement (Allvue Systems Holdings, Inc.), Registration Rights Agreement (Paycor Hcm, Inc.), Registration Rights Agreement (InnovAge Holding Corp.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities securities, options, or rights convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 5 contracts

Samples: Registration Agreement (TNS Inc), Stockholders Agreement (Symmetry Medical Inc.), Registration Agreement (GTCR Fund Vii Lp)

Other Registration Rights. Except as provided in this Investment Agreement, prior to without the written consent of a Demand Registration satisfying majority (by number of shares) of the requirements holders of Sections 1.1 and 1.2 hereofthe Preferred Shares, the Company will not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or convertible, exchangeable into or exercisable for or into such securities, without other than registration rights which are junior in all instances to the written consent of rights granted to the holders of a majority of the Registrable SecuritiesHolders in this Article IV.

Appears in 3 contracts

Samples: Investment Agreement (Pxre Group LTD), Investment Agreement (Pxre Group LTD), Investment Agreement (Pxre Group LTD)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders Holders of a majority of the LCP Registrable Securities and Holders of a majority of the GIC Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights and Lock Up Agreement (Leslie's, Inc.), Registration Rights and Lock Up Agreement (Leslie's, Inc.), Registration Rights and Lock Up Agreement (Leslie's, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of at least a majority of the Registrable Securities; provided that the Company may grant rights to other Persons to participate in Incidental Registrations so long as such rights are subordinate to the rights of the holders of Registrable Securities with respect to such Incidental Registrations.

Appears in 3 contracts

Samples: Securityholders Agreement (Mg Waldbaum Co), Securityholders Agreement (Mg Waldbaum Co), Securityholders Agreement (Michael Foods Inc/New)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 3 contracts

Samples: Registration Agreement (Concerto Software (Japan) Corp), Registration Agreement (Chippac LTD), Registration Agreement (Onesource Information Services Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof------------------------- so long as any Holder owns any Registrable Securities, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, which conflicts with the rights granted to the Holders hereunder, without the prior written consent of the holders Holders of a majority at least 50% of the Registrable Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Ribozyme Pharmaceuticals Inc), Registration Rights Agreement (Depomed Inc), Newco Registration Rights Agreement (Ribozyme Pharmaceuticals Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying without the requirements written consent of Sections 1.1 and 1.2 hereofthe Required REI Shareholders, the Company will not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or convertible, exchangeable into or exercisable for or into such securities, without other than piggyback registration rights entitling the written consent holder thereof to participate in Company-initiated registrations, subject to the prior rights of the holders of a majority of the Registrable Securities.

Appears in 3 contracts

Samples: Investment Agreement (Recovery Equity Investors Ii Lp), Registration Rights Agreement (Moore Robert W/Nv), Registration Rights Agreement (Chadmoore Wireless Group Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Xxxx Registrable Securities.

Appears in 3 contracts

Samples: Registration Agreement (Broder Bros Co), Registration Agreement (Therma Wave Inc), Registration Agreement (Therma Wave Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of at least a majority of the Registrable Securities.

Appears in 3 contracts

Samples: Registration Agreement (Racing Champions Corp), Registration Rights Agreement (United Shipping & Technology Inc), Registration Rights Agreement (United Shipping & Technology Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securitieseach Sponsor Investor.

Appears in 2 contracts

Samples: Registration Rights Agreement (Powerschool Holdings, Inc.), Registration Rights Agreement (Powerschool Holdings, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Founder Investor Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ryan Specialty Group Holdings, Inc.), Registration Rights Agreement (Ryan Specialty Group Holdings, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 Purchase Agreements, the Exchange Agreement, and 1.2 hereofthe documents contemplated thereby, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities securities, options or rights convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders holder(s) of a majority of the Investor Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Steelcloud Inc), Note Purchase Agreement (Steelcloud Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register register, on terms which are senior to the rights of the holders of Investor Registrable Securities provided in this Agreement, any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority at least seventy percent (70%) of the Investor Registrable SecuritiesSecurities issued or issuable in respect of the Senior Preferred Stock.

Appears in 2 contracts

Samples: ' Rights Agreement (Soundbite Communications Inc), ' Rights Agreement (Soundbite Communications Inc)

Other Registration Rights. Except as provided in this Agreement and the Units Registration Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company or any Subsidiary to register any equity securities Capital Stock of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Terraform Global, Inc.), Registration Rights Agreement (Terraform Global, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesInvestor.

Appears in 2 contracts

Samples: Registration Rights Agreement (Carbiz Inc), Loan and Security Agreement (Carbiz Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, ------------------------- the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Continental Illinois Venture Corp), Registration Agreement (Select Medical Corp)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, ------------------------- the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Pen Tab Industries Inc), Registration Agreement (Wesley Jessen Holding Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereofso ------------------------- long as any Holder owns any Registrable Securities, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, which conflicts with the rights granted to the Holders hereunder, without the prior written consent of the holders Holders of a majority at least 50% of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Targeted Genetics Corp /Wa/), Registration Rights Agreement (Depomed Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying without the requirements written consent of Sections 1.1 and 1.2 hereofthe Required Holders, the Company will not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or convertible, exchangeable into or exercisable for or into such securities, without other than piggyback registration rights entitling the written consent holder thereof to participate in Company-initiated registrations, subject to the prior rights of the holders of a majority of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Skyline Multimedia Entertainment Inc), Registration Rights Agreement (Prospect Street Nyc Discovery Fund Lp)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesSecurities if such right is inconsistent with the terms of this Agreement (including without limitation the priorities set forth in Sections 1(a), 2(c) and 2(d) hereof).

Appears in 2 contracts

Samples: Participation Rights Agreement (Singapore Telecommunications LTD), Participation Rights Agreement (Hughes Communications Satellite Services Inc)

Other Registration Rights. Except as provided in this Agreement, prior Agreement and such rights that are junior and subordinate to a Demand Registration satisfying the requirements rights of Sections 1.1 and 1.2 hereofthe Purchaser, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible into or exchangeable into or exercisable for such securities, without the prior written consent of the holders Purchaser, together with another Purchaser or Purchasers then holding in excess of a majority 50% of the Registrable Securitiesoutstanding shares of Preferred Shares, including common stock issued on the conversion of the Preferred Shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Idleaire Technologies Corp), Securities Purchase Agreement (Idleaire Technologies Corp)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the WS Registrable Securities.

Appears in 2 contracts

Samples: Rights Agreement (Natg Holdings LLC), Investor Rights Agreement (Ziff Davis Media Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesUltra Investors.

Appears in 2 contracts

Samples: Registration Rights Agreement (Paya Holdings Inc.), Registration Rights Agreement (Fintech Acquisition Corp Iii Parent Corp)

Other Registration Rights. Except as otherwise provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the written consent of the holders of a majority each of the Registrable SecuritiesStockholders.

Appears in 2 contracts

Samples: Guaranty Agreement (Hosposable Products Inc), Asset Purchase Agreement (Hosposable Products Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the WS Registrable Securities.

Appears in 2 contracts

Samples: Investor Rights Agreement (Roundy's Parent Company, Inc.), Investor Rights Agreement (Roundys Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Investor Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Sailpoint Technologies Holdings, Inc.), Registration Agreement (Appnet Systems Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, ------------------------- the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities securities, options, or rights convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Agreement (GTCR Golder Rauner LLC), Registration Agreement (GTCR Golder Rauner LLC)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, which contains terms or conditions more favorable than the terms or conditions contained in this Agreement, without the prior written consent of the holders Holders of a majority of the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (MGC Communications Inc), Preferred Stock Registration Rights Agreement (MGC Communications Inc)

Other Registration Rights. Except for the securities held by Xxx Xxxxxx and Madrona Investment Group LLC as of the date hereof and as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of at least a majority of the Registrable Securities, which consent shall not be unreasonably withheld.

Appears in 1 contract

Samples: Registration Agreement (Cobalt Group Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Oaktree Registrable Securities and the holders of a majority of the BACI Registrable Securities.

Appears in 1 contract

Samples: Rights Agreement (Monterey Carpets Inc)

Other Registration Rights. Except as provided in this Agreement, prior Agreement and such rights that are junior and subordinate to a Demand Registration satisfying the requirements rights of Sections 1.1 and 1.2 hereofthe Purchaser, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible into or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority Purchaser, together with another Purchaser or Purchasers then holding not less than 50% of the Registrable Securitiesoutstanding shares of Preferred Shares, including common stock issued on the conversion of the Preferred Shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Idleaire Technologies Corp)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority at least 66.67% of the Registrable Securities, other than registration rights which are junior in priority to the holders of registration rights granted under this agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Next Generation Network Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without during the 12 months following the date of this Agreement, unless the Registrable Securities owned by Investor have been registered or unless Company receives the prior written consent of the holders of a majority of the Registrable SecuritiesInvestor.

Appears in 1 contract

Samples: Registration Agreement (Criticare Systems Inc /De/)

Other Registration Rights. Except as provided in this Agreement or pursuant to an Approved Registration Rights Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not hereafter grant to any person or entity persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesPreferred Stockholder.

Appears in 1 contract

Samples: Security Agreement (Omega Healthcare Investors Inc)

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Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the then outstanding Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (ReNewable Products LLC)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the ------------------------- Company will shall not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Agreement This Agreement (Centennial Communications Corp)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereofso long as any Holder owns any Registrable Securities, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the written consent of the holders of a majority of the Registrable Securities.which conflicts with the

Appears in 1 contract

Samples: Registration Rights Agreement (Isis Pharmaceuticals Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities securities, options, or rights convertible or exchangeable into or exercisable for such equity securities, without the prior written consent of the holders of a majority of the Investor Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Project Angel Parent, LLC)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Form of Shareholders’ Agreement (Greenlight Capital Re, Ltd.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request that the Company to register any equity securities of the Company, or any securities convertible into or exchangeable into or exercisable for any such securities, without the prior written consent of the holders of at least a majority of the Registrable SecuritiesSecurities (which consent shall not be unreasonably withheld).

Appears in 1 contract

Samples: Form of Registration Rights Agreement (San Holdings Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, ------------------------- the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Bain Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Anthony Crane Sales & Leasing Lp)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority at least 50% of the Registrable Securities.

Appears in 1 contract

Samples: Registration Agreement (Masada Security Holdings Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity the right to request the Company to register any equity securities of the CompanyOrdinary Shares, or any securities convertible or exchangeable into or exercisable for such securitiesOrdinary Shares, which are superior to or pari passu with the rights granted to the Preferred Shareholders hereunder, without the prior written consent of the holders of a majority sixty percent (60%) of the Registrable SecuritiesShares. The Company will not enter into any agreement inconsistent with the terms of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Xpeng Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of at least a majority of the Registrable Securities; PROVIDED that the Company may grant rights to other Persons to participate in Incidental Registrations so long as such rights are subordinate to the rights of the holders of Registrable Securities with respect to such Incidental Registrations.

Appears in 1 contract

Samples: Securityholders Agreement (Mg Waldbaum Co)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, ------------------------- the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority at least 50% of the Investor Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Advantage Payroll Services Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity or similar securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, whether on a “demand” or “piggyback” basis, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Healthessentials Solutions Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities securities, options or rights convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority each of the Registrable SecuritiesInvestors.

Appears in 1 contract

Samples: Investor Rights Agreement (Commercial Credit, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securitiessecurities which contains terms or conditions more favorable than the terms or conditions contained in this Agreement, without the prior written consent of the holders of Investors holding a majority of the Registrable Securitiesoutstanding Stockholder Shares held by all Investors.

Appears in 1 contract

Samples: Stockholders Agreement (MGC Communications Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity or similar securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, whether on a "demand" or "piggyback" basis, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Osullivan Industries Holdings Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the ------------------------- Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the CompanyCompany (whether as a demand registration or piggyback registration), or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Investor Registrable Securities.

Appears in 1 contract

Samples: Registration Agreement (E Tek Dynamics Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Parent Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Vaso Active Pharmaceuticals Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (SVMK Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the ------------------------- Company will not grant to any person or entity Persons the right to request demand that the Company to register any equity securities of the Company, or any securities convertible into or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of Majority Series A/B Holders and the Registrable SecuritiesMajority Priority Preferred Holders.

Appears in 1 contract

Samples: Shareholder's Agreement (Broadview Networks Holdings Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Person the right to request the Company to register any equity securities of the CompanyCompany held by such Person, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority 66 2/3% of the Investor Registrable Securities, which consent may be withheld in their sole discretion.

Appears in 1 contract

Samples: Registration Rights Agreement (CHG Healthcare Services, Inc.)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the ------------------------- Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of not less than a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Agreement (Heartland Technology Inc)

Other Registration Rights. Except as provided in or contemplated by this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the EQT Registrable Securities, of the holders of a majority of the Management Registrable Securities and of the holders of a majority of the Option Holder Registrable Securities.

Appears in 1 contract

Samples: Registration Agreement (Xplor Energy Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of Investor, unless such rights granted to such Persons are subordinate to the Registrable Securitiesrights granted to the Investor hereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (Scriptgen Pharmaceuticals Inc)

Other Registration Rights. Except as provided in this ------------------------- Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, whether as a demand registration or a piggyback registration, without the prior written consent of the holders holder(s) of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Falcon Products Inc /De/)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person Person or entity group of Persons the right to request the Company to register any equity securities of the CompanyCompany (whether as a demand registration or a piggyback registration), or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesRequired Controlling Holder(s).

Appears in 1 contract

Samples: Investor Rights Agreement (Chart Industries Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any of its equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Sentinel Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Roma Fort Worth Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Person(s) the right to request the Company or any Subsidiary to register any equity securities of the CompanyCompany or any Subsidiary, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable SecuritiesDemanding Holders.

Appears in 1 contract

Samples: Registration Rights Agreement (Opera LTD)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will shall not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of Requesting Holders holding a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (PRA International)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying after the requirements of Sections 1.1 and 1.2 date hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity or similar securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the prior written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Gardenburger Inc)

Other Registration Rights. Except as provided in this Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, without the written consent of the holders of a majority of the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Bev Tyme Inc)

Other Registration Rights. Except as provided in this Agreement and the Registration Rights Agreement, prior to a Demand Registration satisfying the requirements of Sections 1.1 and 1.2 hereof, the Company will not grant to any person or entity Persons the right to request the Company to register any equity securities of the Company, or any securities convertible or exchangeable into or exercisable for such securities, if such right are senior to or on a parity with the rights granted hereunder, without the written consent of the holders of a majority of the Registrable Series H Securities.

Appears in 1 contract

Samples: Series H Preferred Stock Purchase Agreement (Petsmart Inc)

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