Common use of Limitations on Subsequent Registration Rights Clause in Contracts

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority 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 any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company agrees that it shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with any holder or prospective holder of any securities of the Company giving (i) that would allow such holder or prospective holder to include such securities in any registration rights Demand Registration or Piggyback Registration unless, under the terms of which are pari passu with such agreement, such holder or senior prospective holder may include such securities in any such registration only to the registration rights granted to extent that their inclusion would not reduce the amount of the Registrable Securities of the Holders hereunderincluded therein or (ii) on terms otherwise more favorable than this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority in interest of the Registrable Securities Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to more favorable than the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority in interest of the Registrable Securities Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to more favorable that the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority in interest of the Registrable Securities Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority the holders of two-thirds (2/3rds) of the Senior Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder the right to include such securities in any registration rights the terms of which are pari passu with or senior (unless such right is subordinate to the registration rights granted to the Holders hereunderholders of Senior Registrable Securities in this Agreement) or to demand any registration of any securities held by such holder or prospective holder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Investor, enter into any agreement with any holder or prospective holder of any securities of the Company giving that (i) would provide to such holder the right to include securities in any registration on other than a subordinate basis after the Investor has had the opportunity to include in the registration and offering all shares of Registrable Securities that it wishes to so include or (ii) allow such holder or prospective holder to initiate a demand for registration of any registration rights the terms of which are pari passu with securities held by such holder or senior to the registration rights granted to the Holders hereunderprospective holder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall will not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that provides such holder or prospective holder any with registration rights the terms of which are pari passu with or senior superior to the registration rights granted provided to the Holders hereunderCommon Shareholders pursuant to this Section 1.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, without the prior written consent of Holders Stockholders holding at least a majority of the Registrable Securities Shares held by the Stockholders, enter into any agreement (other than this Agreement) with any holder or prospective holder of any securities of the Company giving which would allow such holder or prospective holder to include securities of the Company in any registration rights Registration Statement upon terms which are more favorable to such holder or prospective holder than the terms on which holders of which are pari passu with or senior to the registration rights granted to the Holders hereunderRegistrable Shares may include shares in such registration.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to, equal to or more favorable than the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, without the prior written consent of the Holders holding of at least a majority of the Registrable Common Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would grant to such holder or prospective holder any registration rights the terms of which are pari passu superior to or, except with respect to piggyback or senior to the incidental registration rights rights, on parity with those granted to the Holders hereunderunder this Section 1.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementhereof, the Company shall not, without the prior written consent of the Holders holding of not less than a majority of the Registrable Securities held by all of the Holders then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would allow such holder or prospective holder to demand any registration or include such securities in any registration filed under subsections 1.2, 1.3 or 1.4 hereof if such inclusion would adversely affect the rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderany Holder under such subsections.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder to include such securities in any registration rights unless, under the terms of which are pari passu with such agreement, such holder or senior prospective holder may include such securities in any such registration only to the registration rights granted to extent that the inclusion of such securities will not reduce the number of the Registrable Securities of the Holders hereunderthat are included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority in interest of the Registrable Securities Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From The Company represents and warrants that from and after the date of this Agreement, the Company it shall not, without the prior written consent of Holders holding a majority the holders of at least 50% of the Registrable Securities then outstanding, enter into any agreement (or amendment or waiver of the provisions of any agreement) with any holder or prospective holder of any securities of the Company giving that would grant such holder or prospective holder any registration rights the terms of which that are pari passu (except with respect to piggyback or incidental registration rights) or senior to the registration rights those granted to the Holders Investors hereunder.

Limitations on Subsequent Registration Rights. From The Company agrees that from and after the date of this Agreement, the Company it shall not, without the prior written consent of the Holders holding a majority of at least 51% of the Registrable Securities then outstanding, enter into any agreement (or amendment or waiver of the provisions of any agreement) with any holder or prospective holder of any securities of the Company giving that would grant such holder or prospective holder any registration rights the terms of which that are more favorable, pari passu with or senior to the registration rights those granted to the Holders Purchaser hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding at least a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority majority-in-interest of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding in the aggregate of a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to or on parity with the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the --------------------------------------------- date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving registration rights with respect to such securities unless such holder derives its rights as an additional Holder hereunder, or prospective holder any registration rights the terms of which such shares or securities are pari passu with or senior entitled to be included in registrations only to the registration rights granted to extent that the Holders hereunderinclusion of such securities will not diminish the amount of Registrable Securities that are included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementhereof, the Company shall may not, without the prior written consent of Holders holding a majority of the Registrable Securities Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving which provides such holder or prospective holder any of securities of the Company information or registration rights that are inconsistent in any material respect with, superior to or in any way violates or subordinates the terms of which are pari passu with or senior to the registration rights granted to the Sponsor Holders hereunderhereby.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder to include such securities in any registration rights filed under Section 1.3 hereof, unless under the terms of which are pari passu with such agreement, such holder or senior prospective holder may include such securities in any such registration only to the registration rights granted to extent that the inclusion of such securities will not reduce the amount of the Registrable Securities of the Holders hereunderthat are included.

Limitations on Subsequent Registration Rights. From and after the date of this AgreementEffective Date, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Investor enter into any agreement with any holder or prospective holder of any securities of the Company giving that (a) would provide to such holder the right to include securities in any registration on other than a subordinate basis after the Investor has had the opportunity to include in the registration and offering all Registrable Shares that it wishes to so include or (b) allow such holder or prospective holder to initiate a demand for registration of any registration rights the terms of which are pari passu with securities held by such holder or senior to the registration rights granted to the Holders hereunderprospective holder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities Restricted Stock then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would grant such holder or prospective holder registration rights that would reduce the amount of Restricted Stock a Holder may include in any registration rights by the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderCompany.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of at least a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include securities in any registration rights other than on a subordinate basis after all Holders have had the terms of which are pari passu with or senior opportunity to include in the registration rights granted and offering all shares of Registrable Securities that they wish to the Holders hereunderso include.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding a majority of the Registrable Securities Securities, enter into any agreement with any holder Holder or prospective holder Holder of any securities of the Company giving such holder Holder or prospective holder Holder any registration rights unless, under the terms of which are pari passu with such agreement, such Holder or senior prospective Holder may include such securities in any such registration only to the registration rights granted to extent that the inclusion of such securities will not reduce the number or Registrable Securities of Holders hereunderthat are included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding a majority of at least 75% of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include securities in any registration rights on other than with respect to Registrable Securities on a subordinate basis after all Holders have had the terms of which are pari passu with or senior opportunity to include in the registration rights granted and offering all shares of Registrable Securities that they wish to the Holders hereunderso include.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights rights, the terms of which are pari passu senior to, or in any manner inconsistent with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Preferred Majority, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to or on parity with the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the then outstanding Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms term of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of at least a majority of the Registrable Securities then outstanding and not registered, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder to require the Company to effect a registration, or include any securities in any registration rights the terms of which are pari passu with filed under Section 2.2, 2.3 or senior to the registration rights granted to the Holders hereunder2.9 hereof.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities (excluding any of such shares held by any Holders whose rights to request registration or inclusion in any registration pursuant to this Section 2 have terminated in accordance with Section 2.14), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall will not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that provides such holder or prospective holder any with registration rights the terms of which are pari passu with or senior superior to the registration rights granted provided to the Holders hereunderInvestors pursuant to this Section 1.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities Shares then outstanding and/or issuable, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would require the Company to include such holder or prospective holder securities in any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderRegistration filed under Section 2 hereof.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of (i) Holders holding a majority of the Registrable Securities Securities, and (ii) both (a) the holders of a majority of the then-outstanding shares of Series E Preferred Stock and (b) each of the Major Investors, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are senior to, or pari passu with or senior to with, the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with any holder or prospective holder of any securities of the Company giving which would grant such holder or prospective holder any registration rights the terms of which that are pari passu with or senior to more favorable than the registration rights granted to of the Holders hereunderParties.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding at least a majority of the Registrable Securities voting power of the Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities (excluding any of such shares held by any Holders whose rights to request registration or inclusion in any registration pursuant to this Section 2 have terminated in accordance with Section 2.14), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding of at least a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities each Holder, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would allow such holder or prospective holder any to receive registration rights the on terms of which are pari passu with or senior to the registration rights more favorable than those granted to the Holders hereunderherein.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of at least a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include securities in any registration rights on other than on a subordinate basis after all Holders have had the terms of which are pari passu with or senior opportunity to include in the registration rights granted and offering all shares of Registrable Securities that they wish to the Holders hereunderso include.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall will not, without the prior written consent of Holders holding a majority of the Registrable Securities Holder Approval, enter into any agreement with any holder or prospective holder of any securities of the Company giving granting to such holder or prospective holder any registration rights the terms of which unless such rights granted to such holders are pari passu with or senior junior in all respects to the registration rights granted to the Holders hereunderpursuant to this agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding at least a majority of the Registrable Securities (excluding any of such shares held by any Holders whose rights to request registration or inclusion in any registration pursuant to this Section 2 have terminated in accordance with Section 2.13), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From The Company represents and warrants that it has not granted registration rights prior to the date hereof and agrees that from and after the date of this Agreement, the Company it shall not, without the prior written consent of the Holders holding a majority of at least 50% of the Registrable Securities then outstanding, enter into any agreement (or amendment or waiver of the provisions of any agreement) with any holder or prospective holder of any securities of the Company giving that would grant such holder or prospective holder any registration rights the terms of which that are more favorable, pari passu with or senior to the registration rights those granted to the Holders Purchasers hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include securities in any registration rights the terms of which are pari passu on other than either a pro rata basis with or senior respect to the Registrable Securities or on a subordinate basis after all Holders have had the opportunity to include in the registration rights granted and offering all shares of Registrable Securities that they wish to the Holders hereunderso include.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding at least a majority of the Registrable Securities (excluding any of such shares held by any Holders whose rights to request registration or inclusion in any registration pursuant to this Section 2 have terminated in accordance with Section 2.14), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with any holder or prospective holder of any securities of the Company giving which would grant such holder or prospective holder any registration rights the terms of which that are pari passu with or senior to more favorable than the registration rights granted to of the Holders hereunderHolders.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the then outstanding Registrable Securities Shares, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder any registration rights to include such securities in the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderMandatory Shelf Registration Statement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From The Company represents and warrants that it has not granted registration rights, and agrees that, from and after the date of this Agreement, the Company it shall not, without the prior written consent of the Holders holding of at least a majority of the then outstanding Registrable Securities Securities, enter into any agreement (or any amendment or waiver of the provisions of any agreement) with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights rights, the terms of which in terms of inclusion priority are pari passu with or senior to more favorable than the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the outstanding Registrable Securities Securities, enter into any agreement with any holder or prospective holder of other party, including without limitation any securities of amendment to the Company giving such holder or prospective holder Creative Agreement, which by its terms grants any registration rights the terms of which are pari passu with or senior relating to the registration of Common Stock superior to or on a parity with the rights granted to the Holders hereunderof Registrable Securities pursuant to this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of hereof until this AgreementAgreement is terminated, the Company shall not, without the prior written consent of Holders holding the holders of a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any equity securities of the Company giving such holder or prospective holder any demand or incidental registration rights the containing cut-back provisions that are by their terms of which are pari passu with or senior not subordinate to the registration rights granted to the Holders hereunderin this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementhereof, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with granting any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which with respect to such securities unless such new registration rights, including standoff obligations, are on a pari passu with basis or senior are subordinate to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding at least a majority of the then outstanding Registrable Securities enter into Securities, grant, or cause or permit to be created, for the benefit of any agreement with person or entity any holder registration rights of any kind (whether similar to the demand, “piggyback” or prospective holder of Form F-3 registration rights described in this Section 2, or otherwise) relating to any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with senior to, or senior to the registration rights on a parity with, those granted to the Holders hereunderof the Registrable Securities.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding a majority of the Majority Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would grant such holder or prospective holder any future registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderrights.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Investor, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include securities in any registration rights the terms of which are pari passu on other than either (i) a pro rata basis with or senior respect to the Registrable Securities or (ii) on a subordinate basis after the Investor has had the opportunity to include in the registration rights granted and offering all shares of Registrable Securities that it wishes to the Holders hereunderinclude.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority in interest of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any that provide registration rights the terms of which that are pari passu with superior or senior to equal in priority to, or inconsistent with, the registration rights granted provided to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Preferred Majority (as defined below), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to or on parity with the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the outstanding Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.or

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority sixty seven percent (67%) in interest of the Registrable Securities Holders, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderhereunder or can be included in a demand registration.

Limitations on Subsequent Registration Rights. From and after --------------------------------------------- the date -13- of this Agreement, the Company Corporation shall not, without the prior written consent of the Holders holding of at least a majority of the Registrable Securities then outstanding, enter into any agreement with any holder Holder or prospective holder of any securities of the Company giving Corporation granting registration rights with respect to such securities, unless under the terms of such agreement, such holder or prospective holder may include such securities in any such registration rights the terms of which are pari passu with or senior only to the registration rights granted to extent that the inclusion of his securities will not reduce the amount of the Registrable Securities of the Holders hereunderwhich is included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding holders of a majority of (i) the Registrable Securities and (ii) the Preferred Stock, each voting separately as a single class on an as-converted basis, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementhereof, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights with respect to its securities that would prohibit the terms performance of which are pari passu with or senior to the registration rights granted to the Holders hereunderherein, without the consent of the Majority Holders.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights with respect to such securities without the terms prior written consent of which more than 50% of the number of Registrable Securities then outstanding, unless such new registration rights, including standoff obligations, are pari passu with or senior subordinate to the registration rights granted to of the Holders Investors hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would allow such holder or prospective holder to include such securities in any registration rights the terms in a manner which has priority over Holders of which are pari passu with or senior to the registration rights granted to the Holders hereunderRegistrable Securities.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the outstanding Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with equal to or senior to more favorable than the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of at least a majority 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 any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority 75% of the Registrable Securities (excluding any of such shares held by any Holders whose rights to request registration or inclusion in any registration pursuant to this Section 2 have terminated in accordance with Section 2.14), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include any of such securities in any registration rights the terms of which are pari passu filed under Section 2.02, Section 2.03 or Section 2.04 hereof on other than a pro rata basis or a subordinate basis with or senior respect to the registration rights granted to the Holders hereunderRegistrable Securities.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementhereof, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights with respect to such securities that are inconsistent with the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderherein, without the consent of Holders of at least a majority of the Registrable Securities outstanding at such time.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities Then Outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that provides such holder or prospective holder any with registration rights the terms of which are pari passu superior to or on a parity with or senior to the registration rights granted provided to the Holders hereunderInvestors pursuant to this Section 1.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that (i) would provide to such holder the right to include securities in any registration or (ii) allow such holder or prospective holder to initiate a demand for registration of any registration rights the terms of which are pari passu with securities held by such holder or senior to the registration rights granted to the Holders hereunderprospective holder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities (excluding any of such shares held by any Holders whose rights to request registration or inclusion in any registration pursuant to this Section 2 have terminated in accordance with Section 2.14 (Termination of Registration Rights)), enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, without the prior written consent of Holders holding a majority all of the Registrable Securities enter into Investors, be party to any agreement (other than this Agreement) with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder either (a) to include securities of the Company in any registration filed under Sections 6.1 or 6.2, or (b) to make a demand registration that could result in such registration statement being declared effective prior to an initial public offering, or (c) to have registration rights the terms of which are pari passu with equal to or senior to the registration rights those granted to the Holders hereunderholders of Registrable Securities under this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder the right to include such securities in any registration unless, under the terms of such agreement, such holder or prospective holder may include such securities in any such registration rights the terms of which are pari passu with or senior only to the registration rights granted to extent that the inclusion of such securities will not reduce the number of the Registrable Securities of the Holders hereunderthat are included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Holders, enter into any agreement with any holder current or prospective future holder of any securities of the Company giving that would provide such holder or prospective with rights that would allow such holder to participate with respect to any registration rights for the terms benefit of which are pari passu with or senior to the registration rights granted to the Holders hereunderpursuant to this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, prior to the Initial Public Offering, without the prior written consent of Holders Investors holding a majority of the Registrable Securities Shares then held by all Investors, enter into any agreement (other than this Agreement) with any holder or prospective holder of any securities of the Company giving which grants such holder or prospective holder rights to include securities of the Company in any Registration Statement unless such rights to include securities in a registration rights the terms of which are pari passu with with, or senior to subordinate to, the registration rights granted to the Holders hereunderInvestors pursuant to this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding holders a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to or on parity with the registration rights granted to the Holders Shareholders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, for as long as any Preferred Stock remains outstanding, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities New Investor, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are senior to, or pari passu with or senior to with, the registration rights granted to the Holders any Investor or Idea Men, LLC hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which with respect to such securities unless such shares or securities are pari passu with or senior entitled to be included in registrations only to the registration rights granted to extent that the Holders hereunderinclusion of such securities will not diminish the amount of Registrable Securities that are included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementhereof, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights with respect to such securities that are inconsistent with the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderherein, without the consent of Holders of at least a majority of the Registrable Securities.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the The Company shall not, without the prior written consent of Holders holding a the majority in interest of the holders of the Registrable Securities (for as long as each hold Registrable Securities), enter into any agreement with any holder or prospective holder of any securities of the Company giving which would allow such holder or prospective holder to include such securities in any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunderfiled under this Agreement.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with granting any holder or prospective holder of any securities of the Company giving registration rights with respect to such securities unless such holder derives its rights as an additional Holder hereunder, or prospective holder any registration rights the terms of which such shares or securities are pari passu with or senior entitled to be included in registrations only to the registration rights granted to extent that the Holders hereunderinclusion of such securities will not diminish the amount of Holder's Registrable Securities that are included.

Limitations on Subsequent Registration Rights. From and after the date of this AgreementAgreement and until Holder's registration rights terminate pursuant to Section 1.14 above, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities Registerable Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would grant to such holder or prospective holder any registration rights the terms of which are pari passu with or senior superior to the registration rights those granted to the Holders hereunderhereunder (although pari passu rights will be permissible).

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority at least 75% of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding of at least a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would provide to such holder or prospective holder the right to include securities in any registration rights on other than a subordinate basis after all Holders have had the terms of which are pari passu with or senior opportunity to include in the registration rights granted and offering all shares of Registrable Securities that they wish to the Holders hereunderso include.

Limitations on Subsequent Registration Rights. From and after the date of this Agreementthese registration rights are granted, the Company shall not, without the prior written consent of the Holders holding a majority of not less than fifty percent (50%) of the Registrable Securities then held by Holders, voting together as a class, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder to include such securities in any registration filed under Section 2 or 3 hereof other than rights the terms of which are pari passu with or senior subordinate to the registration rights granted to the Holders of any Holder hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Holder, enter into any agreement with any holder or prospective holder of any securities of the Company giving that would allow such holder or prospective holder to include such securities in any registration rights filed under Section 1.2 hereof, unless under the terms of which are pari passu with such agreement, such holder or senior prospective holder may include such securities in any such registration only to the registration rights granted to extent that the Holders hereunderinclusion of his securities will not reduce the amount of the Registrable Securities of the Holder that is included.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities not enter into any agreement with any holder or prospective holder of any securities of the Company giving which would grant such holder or prospective holder any registration rights the terms of which that are pari passu with or senior to more favorable than the registration rights granted to of the Holders hereunderPrincipal Investors.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any that would grant registration rights the terms of which with respect to such securities, unless such registration rights are pari passu with or senior subordinate in every respect to the registration rights granted to of the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the outstanding Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving which would allow such holder or prospective holder to include such securities in any registration rights the terms of which are pari passu with filed under Section 1.2 hereof or senior would allow such holder or prospective holder priority as to the inclusion of such securities over a Holder's Registrable Securities in any registration rights granted to the Holders hereunderfiled under Section 1.3 hereof.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders a the holders holding at least a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding of a majority of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving that provides such holder or prospective holder any with registration rights the terms of which are pari passu with or senior superior to the registration rights granted provided to the Holders hereunderInvestors pursuant to this Section 1.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, (a) without the consent of the Board, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights; or (b) without the prior written consent of Holders holding a majority the holders of at least sixty-seven percent (67%) of the Registrable Securities then outstanding, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to or on parity with the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of Holders holding a majority of the Registrable Securities Investor, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders Investor hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding a majority of the Registrable Securities Securities, enter into any agreement with any holder or prospective holder of any securities of the Company giving such holder or prospective holder any registration rights the terms of which are pari passu with or senior to the registration rights granted to the Holders hereunder.

Limitations on Subsequent Registration Rights. From and after the date of this Agreement, the Company shall not, without the prior written consent of the Holders holding a majority of at least 70% of the outstanding Registrable Securities (determined on an as-converted to Common Stock basis), enter into any agreement with any holder or prospective holder of any securities of the Company giving which would give such holder or prospective holder any registration rights the terms of which are if (a) such registration rights would be pari passu with with, or senior to, any registration rights provided under this Agreement or (b) such holder would not be bound by obligations similar to the registration rights granted to obligations of the Holders hereunderset forth in Section 1.13.