Common use of Limitations on Registration Rights Clause in Contracts

Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 6 contracts

Samples: Preferred Stock Purchase Agreement (Lets Talk Cellular & Wireless Inc), Redemption Agreement (Lets Talk Cellular & Wireless Inc), Redemption Agreement (Lets Talk Cellular & Wireless Inc)

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Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not not, without the prior written consent of the Investors, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would give any such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 3 contracts

Samples: Securities Purchase and Redemption Agreement (Sybari Software, Inc.), Registration Rights Agreement (Triton Systems Inc / Fa), Registration Rights Agreement (Sybari Software Inc)

Limitations on Registration Rights. From and after the date of this ---------------------------------- Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 2 contracts

Samples: Dset Corp, Dset Corp

Limitations on Registration Rights. From and after the date of this Agreement, the The Company shall not ---------------------------------- enter into any agreement with any holder or prospective holder person who has after the date of this Agreement acquired any newly issued securities of the Company giving which agreement gives such holder or prospective holder person (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, such securities owned by such holderperson, unless under the terms of such agreement, such holder or prospective holder person may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities or Other Registrable Securities sought to be included by the Holders of Registrable Securities or Other Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the CompanyCompany on terms more favorable than provided to the Investors hereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (Opnet Technologies Inc)

Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registeringregister-ing, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Heritage Worldwide Inc)

Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not not, without the prior written consent by the holders of at least a majority of the then outstanding shares of Preferred Stock, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would give any such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Blaxxun Interactive Inc)

Limitations on Registration Rights. From and after the date of this ---------------------------------- Agreement, the Company shall not not, without the prior written consent of the Investors, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would give any such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Mind Cti LTD)

Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of shares of Registrable Securities Shares sought to be included by the Selling Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the CompanyCompany without the consent of the director designated by the Selling Holders.

Appears in 1 contract

Samples: Registration Rights Agreement (Lecroy Corp)

Limitations on Registration Rights. From and after the date of this ---------------------------------- Agreement, the Company shall not not, without the prior written consent of the Investors, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would give any such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the CompanySecurities.

Appears in 1 contract

Samples: Registration Rights Agreement (Logical Design Solutions Inc)

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Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not without the consent of Holders holding at least 66 2/3% of the Registrable Securities enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; , or (b) the right to require the Company to initiate any registration of any securities of the CompanyCompany prior to the Qualified Public Offering.

Appears in 1 contract

Samples: Registration Rights Agreement (Power Efficiency Corp)

Limitations on Registration Rights. From and after the date of this ---------------------------------- Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the CompanyCompany unless the Holders are entitled to participate in such registration on a pro rata basis with the Person who initiated such registration.

Appears in 1 contract

Samples: Rights Agreement (Bti Telecom Corp)

Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder, on terms more favorable to such holder than included herein, (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; , or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 1 contract

Samples: Registration Rights Agreement (Rural Metro Corp /De/)

Limitations on Registration Rights. From and after the date of this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities hereunder or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 1 contract

Samples: Investor Rights Agreement (Bruker Axs Inc)

Limitations on Registration Rights. From and after the date of ---------------------------------- this Agreement, the Company shall not enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder (a) the right to require the Company, upon any registration of any of its securities, to include, among the securities which the Company is then registering, securities owned by such holder, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration only to the extent that the inclusion of its securities will not limit the number of Registrable Securities sought to be included by the Holders of Registrable Securities or reduce the offering price thereof; or (b) the right to require the Company to initiate any registration of any securities of the Company.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Mainspring Communications Inc)

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