Common use of Limitation on Subsequent Registration Rights Clause in Contracts

Limitation on Subsequent Registration Rights. From and after the date hereof, the Company shall not, without the prior written consent of the Holders (a) grant any registration rights to third parties which are more favorable than or inconsistent with the rights granted hereunder; or (b) enter into any agreement, take any action, or permit any change to occur, with respect to their respective securities or organizational documents that violates or subordinates the rights expressly granted to the Holders of Registrable Securities in this Agreement.

Appears in 3 contracts

Sources: Registration Rights Agreement (Atlas Corp.), Registration Rights Agreement (Atlas Corp.), Registration Rights Agreement (Seaspan CORP)

Limitation on Subsequent Registration Rights. From and after the date hereof, the Company shall not, without the prior written consent of the Holders of a majority of the outstanding Registrable Securities, (a) grant any registration rights to third parties which are more favorable than or inconsistent with the rights granted hereunder; or (bi) enter into any agreement, take agreement with any action, current or permit future holder of any change securities of the Company that would allow such current or future holder to occur, with respect require the Company to their respective include securities or organizational documents in any registration statement filed by the Company on a basis that violates or subordinates is superior in any way to the piggyback rights expressly granted to the Holders of Registrable Securities in this AgreementPurchasers hereunder or (ii) grant registration rights to any other Person that would be superior to the Purchasers’ registration rights hereunder.

Appears in 2 contracts

Sources: Registration Rights Agreement (EV Energy Partners, LP), Registration Rights Agreement (EV Energy Partners, LP)

Limitation on Subsequent Registration Rights. From and after the date hereof, the Company shall not, without the prior written consent of the Holders (ai) grant any registration rights to third parties which are more favorable than or inconsistent with the rights granted hereunder; or (bii) enter into any agreement, take any action, or permit any change to occur, with respect to their respective securities or organizational documents that violates or subordinates the rights expressly granted to the Holders of Registrable Securities Shares in this Agreement.

Appears in 2 contracts

Sources: Registration Rights Agreement (Atlas Corp.), Registration Rights Agreement (Seaspan CORP)

Limitation on Subsequent Registration Rights. From and after the date hereof, the The Company shall not, without the prior written consent of the Holders (a) not grant to any third party any registration rights to third parties which are more favorable than or inconsistent with the rights granted hereunder; or (b) enter into any agreement, take any actionthan, or permit in any change to occurway conflicting with, with respect to their respective securities any of those contained herein, so long as any of the registration rights under this Agreement remains in effect, provided, in any event, (i) any grant or organizational documents demand or required registration rights shall provide that violates or subordinates the rights expressly granted to the Holders holders of Registrable Securities have incidental or “piggyback” registration rights with respect thereto in this Agreementaccordance with the provisions of Section 3.4 hereof, and (ii) such rights shall not become effective prior to the rights of the holders of Registrable Securities hereunder.

Appears in 2 contracts

Sources: Investor Rights Agreement (Higher One Holdings, Inc.), Series E Preferred Stock Purchase Agreement (Higher One Holdings, Inc.)

Limitation on Subsequent Registration Rights. From and after the date hereof, neither the Company shall notnor any Guarantor shall, without the prior written consent of the Holders (a) grant any registration rights to third parties which are more favorable than or inconsistent with the rights granted hereunder; or (b) enter into any agreement, take any action, or permit any change to occur, with respect to their respective securities or organizational documents that violates or subordinates the rights expressly granted to the Holders of Registrable Securities in this Agreement.

Appears in 2 contracts

Sources: Registration Rights Agreement (Seaspan CORP), Registration Rights Agreement (Seaspan CORP)

Limitation on Subsequent Registration Rights. From and after the date hereof, the The Company shall not, without the prior written consent of the Holders (a) not grant to any third party any registration rights to third parties which are more favorable than than, or inconsistent in any way conflicting with, any of those contained herein, so long as any of the registration rights under this Agreement remains in effect, provided, in any event, (i) any grant of demand or required registration rights shall provide that the Investors have incidental or "piggyback" registration rights with respect thereto in accordance with the provisions of Section 2.4 hereof, and (ii) such rights granted hereunder; or (b) enter into any agreement, take any action, or permit any change shall not become effective prior to occur, with respect to their respective securities or organizational documents that violates or subordinates the rights expressly granted to of the Holders holders of Registrable Securities in this Agreementhereunder.

Appears in 1 contract

Sources: Investor Rights Agreement (Gene Logic Inc)

Limitation on Subsequent Registration Rights. From and after the date hereof, the Company shall not, without the prior written consent of the Required Holders (a) grant any registration rights to third parties which are more favorable than or inconsistent with the rights granted hereunder; or (b) enter into any agreement, take any action, or permit any change to occur, with respect to their respective its securities or organizational documents that violates or subordinates the rights expressly granted to the Holders of Registrable Securities in this Agreement.

Appears in 1 contract

Sources: Registration Rights Agreement (Exco Resources Inc)