Common use of ASSIGNMENT OF THE REGISTRATION RIGHTS Clause in Contracts

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities or Shares held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities other than Rights Shares pursuant to this Agreement shall be automatically assigned by any Purchaser the Investors to any transferee transferees or assignees of all or of any portion of the Securities or Shares held by such Purchaser securities only if: (a) such Purchaser the Investor agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; , (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; , (c) immediately following such transfer or assignment the further disposition of such securities by the transferee or assignee is restricted under the Securities Act and applicable state securities laws, and (d) at or before the time the Company receives received the written notice contemplated by clause (b) of this sentence, sentence the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; herein and (de) the transferee of the relevant Securities transfer or Shares complies assignment is made in compliance with the transfer restrictions on the Purchaser set forth in Section 4 of the Securities any Subscription Agreement, Rights Agreement, Warrant Agreement, or Series A Preferred Purchase Agreement, as applicable.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Warrants or Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities Initial Shares, Additional Shares, Warrants or Shares the underlying Common Stock held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities Shares, Warrants or Shares the underlying Common Stock held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser Rights Holders to any transferee of all or any portion of the Securities or Registrable Shares held by such Purchaser if: ( a) such Purchaser Rights Holders agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of of: (i) the name and address of such transferee or assignee assignee; and (ii) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares securities complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to under this Agreement shall be automatically assigned assignable by any Purchaser the Purchasers to any transferee of all or any portion of the Registrable Securities or Shares held by such Purchaser if: (ai) such the Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after prior to such assignment; (bii) the Company is, within a reasonable time after prior to such transfer or assignment, furnished with written notice of (ia) the name and address of such transferee or assignee and (iib) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; (ciii) immediately following such transfer or assignment the further disposition of such securities by the transferee or assignee is restricted under the Securities Act and applicable state securities laws; (iv) at or before the time the Company receives the written notice contemplated by clause (bii) of this sentence, sentence the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (dv) such transfer shall have been made in accordance with the transferee applicable requirements of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Warrants or Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities Initial Shares, Additional Shares, Warrants or Shares the underlying Common Stock held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.and

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any the Purchaser to any transferee of all or any portion of the Securities Debentures or Shares the Warrants held by such the Purchaser if: (a) such the Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any each Purchaser to any transferee of all or any portion of the Securities or Shares held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement. In the event of any delay in filing the Registration Statement as a result of such assignment, the Company shall not be liable for any damages arising from such delay.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities Warrant Shares pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities Stock Purchase Warrants or the underlying Warrant Shares held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of of: (i) the name and address of such transferee or assignee assignee; and (ii) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares securities complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser the Investors to any transferee of the Registrable Securities (or all or any portion of any Preferred Stock of the Company which is convertible into such securities) permitted or allowable by the terms of the Securities or Shares held by such Purchaser Purchase Agreement only if: (a) such Purchaser the Investor agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; , (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; , (c) immediately following such transfer or assignment the further disposition of such securities by the transferee or assignee is restricted under the Securities Act and applicable state securities laws, and (d) at or before the time the Company receives received the written notice contemplated by clause (b) of this sentence, sentence the transferee or assignee agrees in writing with or in favor of the Company to be bound by all of the provisions contained herein; and (d) , a copy of which shall be provided to the transferee of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.Company. The copies referred to in

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities or Shares held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.and

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any the Purchaser to any transferee of all or any portion of the Securities Debentures or Shares the Warrants held by such the Purchaser if: (a) such the Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Warrants or Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities Preferred Shares, Warrants or Shares the underlying Common Stock held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (i) the name and address of such transferee or assignee assignee, and (ii) the Securities or Shares with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Company register Registrable Securities Purchaser Shares pursuant to this Agreement shall be automatically assigned by any Purchaser to any transferee of all or any portion of the Securities or Purchaser Shares held by such Purchaser if: (a) such Purchaser agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (b) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of of: (i) the name and address of such transferee or assignee assignee; and (ii) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares securities complies with the restrictions on the Purchaser set forth in Section 4 of the Securities Purchase Agreement.

ASSIGNMENT OF THE REGISTRATION RIGHTS. The rights to have the Reorganized Company register Registrable Securities pursuant to this Agreement shall be automatically assigned by any Purchaser Principal Shareholders to any transferee of all or any portion of the Securities or Registrable Shares held by such Purchaser if: (a) such Purchaser Principal Shareholders agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Reorganized Company within a reasonable time after such assignment; (b) the Reorganized Company is, within a reasonable time after such transfer or assignment, furnished with written notice of of: (i) the name and address of such transferee or assignee assignee; and (ii) the Securities or Shares securities with respect to which such registration rights are being transferred or assigned; (c) at or before the time the Reorganized Company receives the written notice contemplated by clause (b) of this sentence, the transferee or assignee agrees in writing with the Reorganized Company to be bound by all of the provisions contained herein; and (d) the transferee transfer of the relevant Securities or Shares securities complies with the restrictions on the Purchaser set forth in Section 4 of any Lock-Up/Leak-Out Agreement applicable under the Securities Purchase Principal Shareholders Agreement.