Subsequent Registration Rights. From and after the date of this Agreement, and except with respect to the Other Registration Agreements, the Company shall not, without the prior written consent of Holders beneficially owning not less than a majority of the then outstanding Registrable Securities, enter into any agreement with any holder or prospective holder of any securities of the Company that would allow such holder or prospective holder to include such securities in the Shelf Registration Statement unless, under the terms of such agreement, such holder or prospective holder may include such securities in any such Shelf Registration Statement only to the extent that the inclusion of its securities will not reduce the amount of Registrable Securities of the Holders that are included on such Shelf Registration Statement.
Appears in 6 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (Lyon William H), Registration Rights Agreement (Lyon William H)
Subsequent Registration Rights. From and after the date of this Agreement, and except with respect to the Other Registration Agreements, the Company shall not, without the prior written consent of Holders beneficially owning not less than a majority of the then outstanding Registrable Securities, enter into any agreement with any holder or prospective holder of any securities of the Company that would allow such holder or prospective holder to include such securities in the Shelf Registration Statement unless, under the terms of such agreement, such holder or prospective holder may include such securities in any such Shelf Registration Statement only to the extent that the inclusion of its securities will not reduce the amount of Registrable Securities of the Holders that are included on such Shelf Registration Statement.
Appears in 4 contracts
Samples: Notes Registration Rights Agreement (William Lyon Homes), Registration Rights Agreement (WaferGen Bio-Systems, Inc.), Securities Purchase Agreement (Harbinger Group Inc.)
Subsequent Registration Rights. From and after the date of this Agreement, and except with respect to the Other Registration Agreements, the Company shall not, without the prior written consent of Holders beneficially owning not less than holders of a majority of the then outstanding Registrable Securities, enter into any agreement with any holder or prospective holder of any securities Securities of the Company that would allow which provides such holder or prospective holder of Securities of the Company the right to include such securities Securities in the Shelf Registration Statement unlessany registration filed under Section 2.01 or 2.02 hereof, unless under the terms of such agreement, such holder or prospective holder may include such securities Securities in any such Shelf Registration Statement registration only to the extent that the inclusion of its such securities will shall not reduce the amount of the Registrable Securities of the Holders that are included on such Shelf Registration Statementincluded.
Appears in 3 contracts
Samples: Registration Rights Agreement (Paragon Shipping Inc.), Registration Rights Agreement (Top Ships Inc.), Registration Rights Agreement (Sovereign Holdings Inc.)
Subsequent Registration Rights. From and after the date of this Agreement, and except with respect to the Other Registration Agreements, the Company shall not, without the prior written consent of Holders Shareholders beneficially owning not less than a majority of the then then-outstanding Registrable Securities, enter into any agreement with any holder or prospective holder of any securities of the Company that would allow such holder or prospective holder to include such securities in the Shelf Registration Statement unless, under the terms of such agreement, such holder or prospective holder may include such securities in any such Shelf Registration Statement only to the extent that the inclusion of its securities will not reduce the amount of Registrable Securities of the Holders Shareholders that are included on such Shelf Registration Statement.
Appears in 3 contracts
Samples: Registration Rights Agreement (HRG Group, Inc.), Agreement and Plan of Merger (HRG Group, Inc.), Agreement and Plan of Merger (Spectrum Brands Holdings, Inc.)