Common use of Assignment of Registration Rights Clause in Contracts

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 43 contracts

Samples: Registration Rights Agreement (Workhorse Group Inc.), Registration Rights Agreement (Tracon Pharmaceuticals, Inc.), Registration Rights Agreement (Clene Inc.)

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Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Jxxxxxxx Xxxx or Xxxx Jxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 30 contracts

Samples: Registration Rights Agreement (Humacyte, Inc.), Registration Rights Agreement (Enveric Biosciences, Inc.), Registration Rights Agreement (Enveric Biosciences, Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 9 contracts

Samples: Registration Rights Agreement (Andretti Acquisition Corp.), Registration Rights Agreement (Nutex Health, Inc.), Registration Rights Agreement (HyreCar Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx XxxxxxxxxxXxxxxxx Xxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 8 contracts

Samples: Registration Rights Agreement (Onconetix, Inc.), Registration Rights Agreement (Onconetix, Inc.), Registration Rights Agreement (Windtree Therapeutics Inc /De/)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx XxxxxxxxxxXxxxxxx Xxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 6 contracts

Samples: Registration Rights Agreement (Annovis Bio, Inc.), Registration Rights Agreement (Cero Therapeutics Holdings, Inc.), Registration Rights Agreement (Aptose Biosciences Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx XxxxxxxxxxMxxxxxx Xxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (IMAC Holdings, Inc.), Registration Rights Agreement (Nevada Canyon Gold Corp.), Registration Rights Agreement (Life Clips, Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Jxxxxxxx Xxxx or Xxxx Jxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Zapata Computing Holdings Inc.), Registration Rights Agreement (Tailwind Acquisition Corp.), Registration Rights Agreement (Evaxion Biotech a/S)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ocuphire Pharma, Inc.), Registration Rights Agreement (Eterna Therapeutics Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx XxxxxxxxxxXxxxxxx X. Xxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Adial Pharmaceuticals, Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx XxxxxxxxxxXxxxxxx Xxxxx that becomes party to the Purchase Agreement, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Vaccinex, Inc.)

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Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the InvestorInvestor (other than by operation of law); provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Helius Medical Technologies, Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the InvestorInvestor not to be unreasonably withheld; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 1 contract

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

Assignment of Registration Rights. The Company shall not assign this Agreement or assign any rights or delegate any obligations hereunder without the prior written consent of the Investor; provided, however, that that, for the avoidance of doubt, any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignmentassignment or delegation. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Dare Bioscience, Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx Xxxxxx Xxxxxxxxxx, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.. 4880-7014-5618\5

Appears in 1 contract

Samples: Registration Rights Agreement (Phunware, Inc.)

Assignment of Registration Rights. The Company shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of the Investor; provided, however, that any transaction, whether by merger, reorganization, restructuring, consolidation, financing or otherwise, whereby the Company remains the surviving entity immediately after such transaction shall not be deemed an assignment. The Investor may not assign its rights under this Agreement without the prior written consent of the Company, other than to an affiliate of the Investor controlled by Xxxxxxxx Xxxx or Xxxx XxxxxxxxxxFxxxxxx Xxxxx that becomes party to the Purchase Agreement, in which case the assignee must agree in writing to be bound by the terms and conditions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Polarityte, Inc.)

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