Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 13 contracts
Samples: Registration Rights Agreement (Dynaresource Inc), Registration Rights Agreement (Dynaresource Inc), Registration Rights Agreement (Exco Resources Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless (a) the Majority Holders Required Investors of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no Investor is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 2(a)(ii).
Appears in 6 contracts
Samples: Registration Rights Agreement (Celadon Group Inc), Registration Rights Agreement (WPCS International Inc), Registration Rights Agreement (Worlds Online Inc.)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 5 contracts
Samples: Registration Rights Agreement (Key3media Group Inc), Registration Rights Agreement (Invemed Catalyst Fund Lp), Registration Rights Agreement (Key3media Group Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders each Initial Holder of the Registration shall have consented in writing to the inclusion of such other securities; provided, however, that the number of shares of Registrable Securities to be registered by the Holders shall not be reduced pursuant to Section 2.1(b) unless all other securities are first entirely excluded from the underwriting.
Appears in 4 contracts
Samples: Registration Rights Agreement (Value City Department Stores Inc /Oh), Registration Rights Agreement (Schottenstein RVI LLC), Registration Rights Agreement (DSW Inc.)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall may be covered by such registration unless only to the Majority Holders of the Registration shall have consented in writing to extent the inclusion of such other securitiessecurities is made in compliance with the provisions of Section 1(f).
Appears in 4 contracts
Samples: Registration Rights and Shareholders Agreement (Novastar Financial Inc), Registration Rights Agreement (Novastar Financial Inc), Exchange Agreement (Novastar Financial Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities (which consent shall not be unreasonably withheld).
Appears in 3 contracts
Samples: Warrant Shares Registration Rights Agreement (Pulse Electronics Corp), Warrant Shares Registration Rights Agreement (Atp Oil & Gas Corp), Registration Rights Agreement (Atp Oil & Gas Corp)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities or Pari Passu Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 3 contracts
Samples: Registration Rights Agreement, Services and Investment Agreement (Exco Resources Inc), Registration Rights Agreement (Exco Resources Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration or a Required Shelf Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (WorldSpace, Inc), Registration Rights Agreement (WorldSpace, Inc)
Registration of Other Securities. Whenever the Company shall -------------------------------- effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 2 contracts
Samples: Registration Rights Agreement (World Wrestling Federation Entertainment Inc), Registration Rights Agreement (World Wrestling Federation Entertainment Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Investor Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 2 contracts
Samples: Registration Rights Agreement (Hudson Holding Corp), Registration Rights Agreement (Hudson Holding Corp)
Registration of Other Securities. Whenever the Company shall effect a Demand RegistrationRegistration pursuant to this Section 2, no securities other than the Registrable Securities shall be included among the securities covered by such registration Demand Registration unless the Majority Holders of the Demand Stockholder which requested such Demand Registration shall have previously consented in writing to the inclusion of such other securities.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hosposable Products Inc), Asset Purchase Agreement (Hosposable Products Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Initiating Holders of for which registration was requested in the Registration Request shall have consented in writing to the inclusion of such other securities.
Appears in 2 contracts
Samples: Registration Rights Agreement (Harber Lacy J), Registration Rights Agreement (Owl Creek I Lp)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities, such consent not to be unreasonably withheld.
Appears in 2 contracts
Samples: Registration Rights Agreement (First New England Dental Centers Inc), Registration Rights Agreement (Wexford Management LLC)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities (provided that, if such registration is a Demand Registration requested by the Required Cypress Holders, for the purposes of this provision the "Majority Holders of the Registration" shall mean the Required Cypress Holders).
Appears in 2 contracts
Samples: Registration Rights and Shareholders Agreement (Scottish Re Group LTD), Voting Agreement (CMBP II (Cayman) Ltd.)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities and Other Registrable Securities shall be covered by such registration unless (a) the Majority Required Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no holder of Registrable Securities is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 2.1(b).
Appears in 2 contracts
Samples: Registration Rights Agreement (Ascendia Brands, Inc.), Registration Rights Agreement (Ascendia Brands, Inc.)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless (a) the Majority Holders of the Registration Initiating Holder shall have consented in writing to the inclusion of such other securitiessecurities and (b) no Holder is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 4.1(a)(ii).
Appears in 2 contracts
Samples: Shareholder Rights Agreement (Net Element, Inc.), Shareholder Rights Agreement (Net Element, Inc.)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless (a) the Majority Required Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no Holder is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 2.1(b).
Appears in 1 contract
Registration of Other Securities. Whenever the Company an IPO Entity shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities and Other Registrable Securities shall be covered by such registration unless (a) the Majority Required Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no holder of Registrable Securities is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of SECTION 2.1(B).
Appears in 1 contract
Samples: Registration Rights Agreement (Prentice Capital Management, LP)
Registration of Other Securities. Whenever the Company shall -------------------------------- effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Demand Registration shall have consented in writing to the inclusion of such other securities; provided, however, that such consent shall not be required if the sole or managing Underwriters deliver to the majority Holders of such Demand Registration an unqualified opinion that the inclusion of such other securities would not impair the price, timing or quality of such Demand Registration.
Appears in 1 contract
Samples: Registration Rights Agreement (CNL Hospitality Properties Inc)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, other than Warrant Shares, no securities other than the Registrable Securities in excess of 250,000 shares of common stock shall be covered by such registration unless the Majority Holders of the Registration Holder shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Registration of Other Securities. Whenever the Company shall -------------------------------- effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall shal have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Samples: Registration Rights Agreement (Wellington Properties Trust)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless unless(a) the Majority Required Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no Holder is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 2.1(b).
Appears in 1 contract
Registration of Other Securities. Whenever the Company shall effect a Demand Shelf Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Samples: Registration Rights Agreement (Vonage Holdings Corp)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless (a) the Majority Required Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no holder of Registrable Securities is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 2.1(b).
Appears in 1 contract
Samples: Registration Rights Agreement (Devcon International Corp)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities and Other Registrable Securities shall be covered by such registration unless (a) the Majority Required Holders of the Registration shall have consented in writing to the inclusion of such other securitiessecurities and (b) no holder of Registrable Securities is unable to include any of its Registrable Securities requested for inclusion in such registration by reason of Section 2.1(b) .
Appears in 1 contract
Samples: Registration Rights Agreement (Prentice Capital Management, LP)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of not less than 51% of the Registration Registrable Securities shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Samples: Registration Rights Agreement (Implantable Vision, Inc.)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such registration unless the Majority Holders of the Registration shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
Samples: Registration Rights Agreement (American Skiing Co /Me)
Registration of Other Securities. Whenever the Company shall effect a Demand Registration, no securities other than the Registrable Securities shall be covered by such the related registration or offering unless the Majority Holders of a majority of the Registrable Securities requested to be included in such Demand Registration shall have consented in writing to the inclusion of such other securities.
Appears in 1 contract
