Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D Preferred Stock after the date hereof pursuant to the Purchase Agreement, any purchaser or such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 3 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement (SendGrid, Inc.), Registration Rights Agreement (SendGrid, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Series D C Preferred Stock after the date hereof hereof, whether pursuant to the Purchase AgreementAgreement or otherwise, any purchaser or of such shares of Series D C Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 3 contracts
Samples: Investors’ Rights Agreement (Northern Star Acquisition Corp.), Investor Rights Agreement (ArcherDX, Inc.), Investor Rights Agreement (ArcherDX, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D B Preferred Stock after the date hereof pursuant to the Purchase Agreement, any purchaser or of such shares of Series D B Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Nuvalent, Inc.), Investors’ Rights Agreement (Nuvalent, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D C Preferred Stock after the date hereof hereof, whether pursuant to the Purchase AgreementAgreement or otherwise, any purchaser or of such shares of Series D C Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Prometheus Biosciences, Inc.), Investors’ Rights Agreement (Gritstone Oncology, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Company’s Series D Preferred B Stock after the date hereof hereof, whether pursuant to the Purchase AgreementAgreement or otherwise, any purchaser or of such shares of Series D Preferred B Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Everspin Technologies Inc), Investors’ Rights Agreement (Everspin Technologies Inc)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D B Preferred Stock after the date hereof hereof, pursuant to the Purchase Agreement, Agreement any purchaser or of such shares of Series D B Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Registration Rights Agreement (Aspen Aerogels Inc), Registration Rights Agreement (Aspen Aerogels Inc)
Additional Investors. Notwithstanding anything to the contrary contained herein, including without limitation Section 6.6, if the Company issues sells additional shares of Series D Preferred Stock after the date hereof pursuant to the Series D Purchase Agreement, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional a counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunderhereunder (and Schedule A hereto shall be updated accordingly). No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Acacia Communications, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D B Preferred Stock after the date hereof hereof, pursuant to the Purchase Agreement, any purchaser or of such shares of Series D B Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Energy Exploration Technologies, Inc.), Series B Preferred Stock Purchase Agreement (Energy Exploration Technologies, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D Preferred Stock after the date hereof pursuant to the Series D Purchase Agreement, as a condition to the issuance of such shares, the Company shall require that any such purchaser or such shares of Series D Preferred Stock may who is not already a party to this Agreement to become a party to this Agreement by executing and delivering an additional a counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing hereto agreeing to be bound by all and subject to the terms of the obligations this Agreement as an “Investor” Investor hereunder, and each such person shall thereafter be deemed an Investor for all purposes under this Agreement.
Appears in 2 contracts
Samples: Investors' Rights Agreement (FWHC Holdings, LLC), Investors' Rights Agreement (H-Cyte, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D B Preferred Stock after the date hereof hereof, whether pursuant to the Purchase AgreementAgreement or otherwise, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (PureTech Health PLC), Investors’ Rights Agreement (PureTech Health PLC)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Company’s Series D B Preferred Stock after the date hereof pursuant to the Purchase Agreement, any purchaser or of such shares of Series D B Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Passage BIO, Inc.), Investors’ Rights Agreement (Passage BIO, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if following the date hereof the Company issues additional shares of Series D Preferred Stock after the date hereof pursuant to the Purchase Series D Agreement, any purchaser or of such shares of Series D Preferred Stock may shall become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Lemonade, Inc.), Investors’ Rights Agreement (Lemonade, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D Preferred Stock after the date hereof hereof, whether pursuant to the Series B Purchase AgreementAgreement or otherwise, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D A Preferred Stock after the date hereof hereof, pursuant to the Purchase Agreement, any purchaser or of such shares of Series D A Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Investors Rights Agreement (Tesseract Collective, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Series D Preferred Stock after the date hereof pursuant to the Purchase Agreement, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional a counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” and “Holder” for all purposes hereunder, without the need for any consent, approval or signature of any existing Investor. No action or consent by Each of the Investors exhibits shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing deemed to be bound amended by all of the obligations as an adding such “Investor” hereunderor “Holder” as applicable.
Appears in 1 contract
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D B Preferred Stock after the date hereof hereof, whether pursuant to the Purchase AgreementAgreement or otherwise, any purchaser or of such shares of Series D B Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Camp4 Therapeutics Corp)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Company’s Series D Preferred Stock after the date hereof pursuant to the Series D Purchase Agreement, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Right of First Refusal and Co Sale Agreement (H-Cyte, Inc.)
Additional Investors. Notwithstanding anything to In the contrary contained herein, if event the Company issues additional shares of Series D Preferred Stock after the date hereof pursuant to the Purchase AgreementAgreement after the date hereof, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors Stockholders shall be required for such joinder to this Agreement by any such additional Investor, so long as provided such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Investor Rights Agreement (PhaseBio Pharmaceuticals Inc)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Company’s Series D B Preferred Stock after the date hereof pursuant to the Purchase Agreementhereof, any purchaser or of such shares of Series D B Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page a written agreement or instrument agreeing to become a party to this AgreementAgreement as an Investor, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Frequency Therapeutics, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Company's Series D Preferred Stock after the date hereof pursuant to the Series D Purchase Agreement, any purchaser or of such shares of Series D Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “"Investor” " for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “"Investor” " hereunder.
Appears in 1 contract
Samples: Right of First Refusal and Co Sale Agreement (FWHC Holdings, LLC)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of the Company’s Series D A Preferred Stock after the date hereof pursuant to the Purchase Agreement, Agreement any purchaser or of such shares of Series D A Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Magenta Therapeutics, Inc.)
Additional Investors. Notwithstanding anything to the contrary contained herein, if the Company issues additional shares of Series D A-2 Preferred Stock after the date hereof hereof, pursuant to the Purchase Agreement, any purchaser or of such shares of Series D A-2 Preferred Stock may become a party to this Agreement by executing and delivering an additional counterpart signature page to this Agreement, and thereafter shall be deemed an “Investor” for all purposes hereunder. No action or consent by the Investors shall be required for such joinder to this Agreement by such additional Investor, so long as such additional Investor has agreed in writing to be bound by all of the obligations as an “Investor” hereunder.
Appears in 1 contract
Samples: Investors’ Rights Agreement (Life Spectacular, Inc.)