Common use of No Piggyback on Registrations; Prohibition on Filing Other Registration Statements Clause in Contracts

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previously, neither the Company nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, or filing a combined prospectus which acts as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Genspera Inc), Registration Rights Agreement (Genspera Inc)

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No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previouslyas set forth on Schedule 6(b) attached hereto and the shares of Common Stock issuable upon conversion of the Note in the transactions contemplated by the Purchase Agreement and the Note, neither the Company nor any of its security holders (other than the Holders Holder in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Company shall not file any other registration statements until Until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, the Company shall not file any registration statements unless such registration statement includes the maximum number of Registrable Securities that are not then registered on an effective Registration Statement, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, or filing a combined prospectus which acts Agreement so long as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securitiesno new securities are registered on any such existing registration statements.

Appears in 2 contracts

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

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previously, neither Neither the Company (without the prior written consent of a majority of the Holders) nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, Agreement so long as no new securities are registered on any such existing registration statements or filing a combined prospectus which acts as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to any registration statements contemplated by the Registrable SecuritiesWarrant Reprice Transactions.

Appears in 2 contracts

Samples: Registration Rights Agreement (enVVeno Medical Corp), Registration Rights Agreement (NovaBay Pharmaceuticals, Inc.)

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except as set forth on Schedule 6(b) attached hereto, and the shares of Common Stock issuable upon exercise of the warrants issued to the Placement Agent in the transactions contemplated by the Purchase Agreement and in connection with respect to securities which have been registered previouslytransactions contemplated by clause (d) under Exempt Issuance, neither the Company nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this AgreementAgreement so long as no new securities are registered on any such existing registration statements, or filing a combined prospectus which acts except as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securitiesset forth on Schedule 6(b).

Appears in 2 contracts

Samples: Registration Rights Agreement (Prairie Operating Co.), Securities Purchase Agreement (Creek Road Miners, Inc.)

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previously, neither Neither the Company nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities and securities to be sold in the IPO. Other than the Registration Statement for the IPO and/or the Registrable Securities. The , the Company shall not file any other registration statements statements, other than on Forms S-4 or S-8 or their then equivalents, until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, or filing a combined prospectus which acts as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (Odyssey Semiconductor Technologies, Inc.), Form of Registration Rights Agreement (Odyssey Semiconductor Technologies, Inc.)

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previouslyas set forth on Schedule 6(b) attached hereto, neither the Company nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments or supplements to registration statements filed prior to the date of this Agreement, Agreement or from filing a combined any registration statement (and prospectus which acts as a post-effective amendment for a relating thereto) that the Company is required to file under an existing agreement that the Company entered into prior Registration Statement and an initial Registration Statement with regard to the Registrable Securitiesdate of this Agreement.

Appears in 1 contract

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

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No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previously, neither Neither the Company nor any of its security holders (other than the Holders in such capacity pursuant heretohereto and the Investors pursuant to that certain Amended and Restated Investor’s Rights Agreement, dated November 9, 2018 (the “Prior IRA”)) may include securities of the Company in any Registration Statements other than the Registrable SecuritiesSecurities until such time as the Registrable Securities have all been registered pursuant to this Agreement. The Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, or filing a combined prospectus which acts Agreement so long as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securitiesno new securities are registered on any such existing registration statements.

Appears in 1 contract

Samples: Registration Rights Agreement (Harpoon Therapeutics, Inc.)

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect to securities which have been registered previouslythe Concurrent Financing Shares, neither the Company nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, or filing a combined prospectus which acts Agreement so long as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securitiesno new securities are registered on any such existing registration statements.

Appears in 1 contract

Samples: Registration Rights Agreement (Nauticus Robotics, Inc.)

No Piggyback on Registrations; Prohibition on Filing Other Registration Statements. Except with respect for the filing of a registration statement for the benefit of the holders of the Company's Series D Preferred Stock, pursuant to securities which have been registered previouslythe Series D Registration Rights Agreement, or the inclusion of the Series D Registrable Securities in the Registration Statement, neither the Company nor any of its security holders (other than the Holders in such capacity pursuant hereto) may include securities of the Company in any Registration Statements other than the Registrable Securities. The Subject to the proviso above, the Company shall not file any other registration statements until all Registrable Securities are registered pursuant to a Registration Statement that is declared effective by the Commission, provided that this Section 6(b) shall not prohibit the Company from filing amendments to registration statements filed prior to the date of this Agreement, or filing a combined prospectus which acts as a post-effective amendment for a prior Registration Statement and an initial Registration Statement with regard to the Registrable Securities.

Appears in 1 contract

Samples: Registration Rights Agreement (Dynatronics Corp)

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