Common use of Prior Registration Rights Clause in Contracts

Prior Registration Rights. Each Holder of Registrable Securities hereby acknowledges that the Company has previously entered into agreements granting registration rights with respect to currently outstanding shares of convertible preferred stock and other common stock purchase warrants, which have not yet been satisfied and that the holders of such other securities may elect to include such shares of common stock issuable upon conversion or exercise of such securities in the Registration Statement(s) required to be filed hereunder. However, if, in the opinion of counsel for the Holder, the inclusion of such shares by other holders of the Company could reasonably be prohibited by the Commission pursuant to Rule 415 and/or related SEC Guidance, the Company will, upon the reasonable request by the Holder, request such holder to refrain from including such person’s registrable securities in the Registration Statement(s) filed pursuant to this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Alzamend Neuro, Inc.), Securities Purchase Agreement (Net Element, Inc.)

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Prior Registration Rights. Each Holder of Registrable Securities hereby acknowledges that the Company has previously entered into agreements granting registration rights with respect to currently outstanding shares of convertible preferred stock and other common stock ordinary share purchase warrants, which have not yet been satisfied and that the holders of such other securities may elect to include such shares of common stock Ordinary Shares issuable upon conversion or exercise of such securities in the Registration Statement(s) required to be filed hereunder. However, if, in the opinion of counsel for the Holder, the inclusion of such shares by other holders of the Company could reasonably be prohibited by the Commission pursuant to Rule 415 and/or related SEC Guidance, the Company will, upon the reasonable request by the Holder, request such holder to refrain from including such person’s registrable securities in the Registration Statement(s) filed pursuant to this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Borqs Technologies, Inc.), Registration Rights Agreement (Borqs Technologies, Inc.)

Prior Registration Rights. Each Holder of Registrable Securities hereby acknowledges that the Company has previously entered into agreements granting registration rights with respect to currently outstanding shares of convertible preferred stock and other common stock ordinary share purchase warrants, which have not yet been satisfied and that the holders of such other securities may elect to include such shares of common stock Common Stock issuable upon conversion or exercise of such securities in the Registration Statement(s) required to be filed hereunder. However, if, in the opinion of counsel for the Holder, the inclusion of such shares by other holders of the Company could reasonably be prohibited by the Commission pursuant to Rule 415 and/or related SEC Guidance, the Company will, upon the reasonable request by the Holder, request such holder to refrain from including such person’s registrable securities in the Registration Statement(s) filed pursuant to this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ideanomics, Inc.), Securities Purchase Agreement (Ideanomics, Inc.)

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Prior Registration Rights. Each Holder of Registrable Securities hereby acknowledges that the Company has previously entered into agreements granting registration rights with respect to currently outstanding shares of convertible preferred stock and other common stock purchase warrants, which have not yet been satisfied and that the holders of such other securities may elect to include such shares of common stock issuable upon conversion or exercise of such securities in the Registration Statement(s) required to be filed hereunder. However, if, in the opinion of counsel for the HolderLead Investor, the inclusion of such shares by other holders of the Company could reasonably be prohibited by the Commission pursuant to Rule 415 and/or related SEC Guidance, the Company will, upon the reasonable request by the HolderLead Investor, request such holder to refrain from including such person’s registrable securities in the Registration Statement(s) filed pursuant to this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Authentidate Holding Corp)

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