Common use of Assignment; No Third Party Beneficiaries Clause in Contracts

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 12 contracts

Samples: Registration Rights Agreement (Hyperfine, Inc.), Registration Rights Agreement (Chelvey International LTD), Registration Rights Agreement (Sachs Adam)

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Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the HoldersHolder of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and transfer restrictions set forth in this Agreement.

Appears in 8 contracts

Samples: Registration Rights Agreement (Banzai International, Inc.), Forbearance Agreement (7GC & Co. Holdings Inc.), Registration Rights Agreement (7GC & Co. Holdings Inc.)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the HoldersHolders of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and transfer restrictions set forth in this Agreement.

Appears in 8 contracts

Samples: Registration Rights Agreement (Flyexclusive Inc.), Registration Rights Agreement (XBP Europe Holdings, Inc.), Registration Rights Agreement (CFAC Holdings VIII, LLC.)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the HoldersHolders of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound as a Holder by the terms and equivalent transfer restrictions as such Registrable Securities were subject to prior to such assignment or delegation as set forth in this Agreement.

Appears in 6 contracts

Samples: Agreement and Plan of Merger (Scilex Holding Co), Agreement and Plan of Merger (Denali Capital Acquisition Corp.), Agreement and Plan of Merger (Scilex Holding Co)

Assignment; No Third Party Beneficiaries. 5.2.1 (a) This Agreement and the rights, duties and obligations of the Company Company, and the Holdersa Holder of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may beapplicable Holder, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and transfer restrictions set forth in this Agreement.

Appears in 5 contracts

Samples: Form of Registration Rights Agreement (MicroCloud Hologram Inc.), Registration Rights Agreement (Golden Path Acquisition Corp), Merger Agreement and Plan of Reorganization (Hennessy Capital Investment Corp. V)

Assignment; No Third Party Beneficiaries. 5.2.1 5.2.1. This Agreement and the rights, duties and obligations of the Company and the HoldersHolders of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer Transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 4 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (MariaDB PLC), Registration Rights Agreement (Angel Pond Holdings Corp)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the HoldersHolders of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of such Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer Transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Zoomcar Holdings, Inc.), Registration Rights Agreement (CHW Acquisition Corp), Joinder Agreement (Tlgy Acquisition Corp)

Assignment; No Third Party Beneficiaries. 5.2.1 4.2.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee Transferee, but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 2 contracts

Samples: Registration Rights and Lock Up Agreement (D-Wave Quantum Inc.), Registration Rights and Lock Up Agreement (DPCM Capital, Inc.)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the HoldersHolder of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms this Agreement and restrictions set forth in this Agreementany Lock-Up Period applicable to such Registrable Securities.

Appears in 2 contracts

Samples: Registration Rights Agreement (WeWork Inc.), Registration Rights Agreement (BowX Acquisition Corp.)

Assignment; No Third Party Beneficiaries. 5.2.1 The Company may not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Holder (other than by change of control of the Company). This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may beHolder, hereunder may not be assigned or delegated by the Company or the Holders, as the case may beHolder, in whole or in part, except in connection with a permitted transfer of Registrable Securities by such the Holder to a Permitted Transferee such permitted transferee but only if such Permitted Transferee permitted transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (LifeMD, Inc.), Registration Rights Agreement (LifeMD, Inc.)

Assignment; No Third Party Beneficiaries. 5.2.1 i. This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Hyperfine, Inc.)

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Assignment; No Third Party Beneficiaries. 5.2.1 6.2.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Longview Acquisition Corp. II)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may be, in whole or in part, except in connection with a permitted transfer of Registrable Securities by such a Holder to a Permitted Transferee such permitted transferee but only if such Permitted Transferee permitted transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (LifeMD, Inc.)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the HoldersHolders of Registrable Securities, as the case may be, hereunder may not be assigned or delegated by the Company or the HoldersHolders of Registrable Securities, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this AgreementTransferee.

Appears in 1 contract

Samples: Business Combination Agreement (Rigel Resource Acquisition Corp.)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may beCompany, in whole or in part. This Agreement and the rights, except duties and obligations of the Holders of Registrable Securities hereunder may be freely assigned or delegated by such Holder of Registrable Securities in connection conjunction with a and to the extent of any transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by Holder, following the terms and restrictions set forth in this Agreementexpiration of the Lock-Up Period.

Appears in 1 contract

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

Assignment; No Third Party Beneficiaries. 5.2.1 1.15.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company or the Holders, as the case may be, in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Hyperfine, Inc.)

Assignment; No Third Party Beneficiaries. 5.2.1 This Agreement and the rights, duties and obligations of the Company and the Holders, as the case may be, hereunder may not be assigned or delegated by the Company in whole or in part. Prior to the Holdersexpiration of the Founder Lock-up Period, the Sponsor Lock-up Period, or, solely with respect to Registrable Securities that are Founder Earnout Shares, the Escrow Period, as the case may be, no Holder may assign or delegate its rights, duties or obligations under this Agreement in whole or in part, except in connection with a transfer of Registrable Securities by such Holder to a Permitted Transferee but only if such Permitted Transferee agrees to become bound by the terms and restrictions set forth in this AgreementTransferee.

Appears in 1 contract

Samples: Registration Rights Agreement (HBC Acquisition Corp)

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