Common use of Assignments and Transfers by the Company Clause in Contracts

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 106 contracts

Samples: Registration Rights Agreement (PRECISION OPTICS Corp INC), Registration Rights Agreement (Avantair, Inc), Registration Rights Agreement (PRECISION OPTICS Corp INC)

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Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 35 contracts

Samples: Registration Rights Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.), Registration Rights Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.), Registration Rights Agreement (Z Trim Holdings, Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 11 contracts

Samples: Registration Rights Agreement (Interleukin Genetics Inc), Purchase Agreement (Insci Statements Com Corp), Registration Rights Agreement (Antares Pharma Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorthe Investors.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (Fuse Medical, Inc.), Agreement and Plan of Merger (Golf Rounds Com Inc), Registration Rights Agreement (Golf Rounds Com Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of 66 2/3% of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each InvestorInvestors.

Appears in 7 contracts

Samples: Registration Rights Agreement (National Holdings Corp), Registration Rights Agreement (National Holdings Corp), Registration Rights Agreement (National Holdings Corp)

Assignments and Transfers by the Company. This Agreement may shall not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Holder, except that without the prior written consent of the Required InvestorsHolders, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorassets.

Appears in 7 contracts

Samples: Registration Rights Agreement (Aerogen Inc), Registration Rights Agreement (Incara Pharmaceuticals Corp), Registration Rights Agreement (Novelos Therapeutics, Inc.)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsHolders, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsHolders, after notice duly given by the Company to each InvestorHolder.

Appears in 7 contracts

Samples: Registration Rights Agreement (Response Genetics Inc), Registration Rights Agreement (Bakers Footwear Group Inc), Registration Rights Agreement (Bakers Footwear Group Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsPurchasers, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsPurchasers, after notice duly given by the Company to each InvestorPurchaser.

Appears in 6 contracts

Samples: Registration Rights Agreement (Digital Caddies, Inc.), Registration Rights Agreement (Omega Protein Corp), Stock Purchase Agreement (Zapata Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsHolders, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a reorganization of the Company, a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsHolders, after notice duly given by the Company to each InvestorHolder.

Appears in 5 contracts

Samples: Registration Rights Agreement (Velocity Express Corp), Stock Purchase Agreement (Velocity Express Corp), Registration Rights Agreement (Velocity Express Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) Investor, except that without the prior written consent of the Required InvestorsInvestor, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 5 contracts

Samples: Registration Rights Agreement (Nexmed Inc), Registration Rights Agreement (Nexmed Inc), Registration Rights Agreement (Avi Biopharma Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 4 contracts

Samples: Registration Rights Agreement (Tarantella Inc), Registration Rights Agreement (Micromem Technologies Inc), Registration Rights Agreement (World Heart Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors), provided, however, that the Company may must assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 4 contracts

Samples: Registration Rights Agreement (Imcor Pharmaceutical Co), Registration Rights Agreement (Imcor Pharmaceutical Co), Registration Rights Agreement (Imcor Pharmaceutical Co)

Assignments and Transfers by the Company. This Agreement Exhibit A may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 4 contracts

Samples: Asset Purchase Agreement (LCC International Inc), Subordination Agreement (LCC International Inc), Subordination Agreement (Wireless Facilities Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Agents; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsAgents, after notice duly given by the Company to each Investor.

Appears in 3 contracts

Samples: Registration Rights Agreement (Sterling Mining CO), Registration Rights Agreement (Paramount Gold Mining Corp.), Registration Rights Agreement (Sterling Mining CO)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, providedexcept that without the prior written consent of the Investors, howeverbut after notice duly given, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 3 contracts

Samples: Registration Rights Agreement (Sunrise Technologies International Inc), Registration Rights Agreement (Entrade Inc), Registration Rights Agreement (Entrade Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, ; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 3 contracts

Samples: Registration Rights Agreement (Arbios Systems Inc), Registration Rights Agreement (Arbios Systems Inc), Registration Rights Agreement (Arbios Systems Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsRights Holder, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsRights Holder, after notice duly given by the Company to each InvestorRights Holder.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Summer Energy Holdings Inc), Registration Rights Agreement (Auxilio Inc), Registration Rights Agreement (Auxilio Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer transfer, or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsInvestor, after notice duly given by the Company to each the Investor.

Appears in 3 contracts

Samples: ’s Agreement (Magellan Petroleum Corp /De/), Registration Rights Agreement (Magellan Petroleum Corp /De/), Registration Rights Agreement (Magellan Petroleum Corp /De/)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 3 contracts

Samples: Registration Rights Agreement (Triangle Petroleum CORP), Registration Rights Agreement (Triangle Petroleum CORP), Registration Rights Agreement (Triangle Petroleum CORP)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsMedivation Stockholders, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsMedivation Stockholders, after notice duly given by the Company to each InvestorMedivation Stockholder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Orion Acquisition Corp Ii), Agreement and Plan of Merger (Orion Acquisition Corp Ii), Agreement and Plan of Merger (Selena Pharmeceuticals Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investorseach Investor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 3 contracts

Samples: Registration Rights Agreement (Alliance Pharmaceutical Corp), Registration Rights Agreement (Ion Networks Inc), Registration Rights Agreement (Amerigon Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsInvestor, after notice duly given by the Company to each Investor.

Appears in 3 contracts

Samples: Securities Purchase Agreement (FUND.COM Inc.), Registration Rights Agreement (National Holdings Corp), Registration Rights Agreement (National Holdings Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsBuyers, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsBuyers, after notice duly given by the Company to each InvestorBuyer.

Appears in 3 contracts

Samples: Registration Rights Agreement (THUMZUP MEDIA Corp), Registration Rights Agreement (THUMZUP MEDIA Corp), Registration Rights Agreement (Modtech Holdings Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, corporation or a sale, transfer transfer, or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsInvestor, after notice duly given by the Company to each the Investor.

Appears in 2 contracts

Samples: Registration Rights Agreement (Aradyme Corp), Registration Rights Agreement (Aradyme Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) Investor, except that without the prior written consent of the Required InvestorsInvestor, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorassets.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nexmed Inc), Registration Rights Agreement (Nexmed Inc)

Assignments and Transfers by the Company. This ---------------------------------------- Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 2 contracts

Samples: Registration Rights Agreement (Telular Corp), Registration Rights Agreement (Vantagemed Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorthe Investors.

Appears in 2 contracts

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

Assignments and Transfers by the Company. This Agreement ---------------------------------------- may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) Investor, except that without the prior written consent of the Required InvestorsInvestor, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor-in-interest corporation, and such successor corporation -in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 2 contracts

Samples: Registration Rights Agreement (Boston Life Sciences Inc /De), Registration Rights Agreement (Boston Life Sciences Inc /De)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsInvestor, after notice duly given by the Company to each the Investor.

Appears in 2 contracts

Samples: Form of Registration Rights Agreement (Response Genetics Inc), Registration Rights Agreement (Applied Neurosolutions Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsPurchasers, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsPurchasers, after notice duly given by the Company to each InvestorPurchaser.

Appears in 2 contracts

Samples: Registration Rights Agreement (Workstream Inc), Registration Rights Agreement (World Heart Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsMedivation Stockholders, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsMedivation Stockholders, after notice duly given by the Company to each InvestorHolder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Orion Acquisition Corp Ii), Registration Rights Agreement (Orion Acquisition Corp Ii)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required holders of a majority of the Registrable Securities, except that without the prior written consent of such Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorassets.

Appears in 2 contracts

Samples: Registration Rights Agreement (Nexmed Inc), Registration Rights Agreement (Nexmed Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Holders of a majority of the then outstanding Registrable Securities; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation entity in connection with a merger or consolidation of the Company with another corporationentity, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporationentity, without the prior written consent of the Required Investorssuch Holders, after notice duly given by the Company to each InvestorHolder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Great Ajax Corp.), Registration Rights Agreement (Great Ajax Corp.)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer transfer, or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorthe Investors.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hoak Public Equities, LP), Registration Rights Agreement (REST Redux LLC)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Holders; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsHolders and the Affiliated Holder, after notice duly given by the Company to each InvestorHolder.

Appears in 2 contracts

Samples: Registration Rights Agreement (Osteologix, Inc.), Registration Rights Agreement (Osteologix, Inc.)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsPurchasers, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsPurchasers, after notice duly given by the Company to each InvestorPurchaser.

Appears in 2 contracts

Samples: Registration Rights Agreement (Workstream Inc), Registration Rights Agreement (Workstream Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer transfer, or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsInvestor, after notice duly given by the Company to each the Investor.

Appears in 2 contracts

Samples: Registration Rights Agreement (Good Times Restaurants Inc), Registration Rights Agreement (Good Times Restaurants Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Goamerica Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Kroll Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Lenders; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation entity in connection with a merger or consolidation of the Company with another corporationentity, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporationentity, without the prior written consent of the Required InvestorsLenders, after notice duly given by the Company to each InvestorLender.

Appears in 1 contract

Samples: Registration Rights Agreement (Casa Systems Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Seller, except that without the prior written consent of the Required InvestorsSeller, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Supergen Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (On Technology Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Trans World Corp)

Assignments and Transfers by the Company. This Agreement may not ------------------------------------------ be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.. (e)

Appears in 1 contract

Samples: Registration Rights Agreement (Locateplus Holdings Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, providedexcept that without the prior written consent of the Investor, howeverbut after notice duly given, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Medix Resources Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

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

Assignments and Transfers by the Company. This Agreement may shall not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Holder, except that without the prior written consent of the Required InvestorsHolders, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Bioenvision Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Bongiovi Entertainment Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Purchasers; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsPurchasers, after notice duly given by the Company to each InvestorPurchaser.

Appears in 1 contract

Samples: Registration Rights Agreement (Cambridge Heart Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorthe Investor if such surviving, successor or other corporation is able to fulfill in a timely manner the Company’s obligations under this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Baywood International Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor; provided that such successor corporation assumes the Company's obligations hereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (Altair Nanotechnologies Inc)

Assignments and Transfers by the Company. This ---------------------------------------- Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Imaginon Inc /De/)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsPurchaser, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsPurchaser, after notice duly given by the Company to each InvestorPurchaser.

Appears in 1 contract

Samples: Registration Rights Agreement (Photogen Technologies Inc)

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Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each InvestorInvestor and written confirmation from such surviving or successor corporation of its acceptance of the obligations of the Company under this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Remedent, Inc.)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Altair Nanotechnologies Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsInvestor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporationcorporation (in connection with the simultaneous assignment of the other Transaction Documents), without the prior written consent of the Required InvestorsInvestor, after notice duly given by the Company to each the Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (World Heart Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Lenders; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsLenders, after notice duly given by the Company to each InvestorLender.

Appears in 1 contract

Samples: Registration Rights Agreement (Oportun Financial Corp)

Assignments and Transfers by the Company. This Agreement ---------------------------------------- may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor then holding Registrable Securities, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Purchase Agreement (Lifecell Corp)

Assignments and Transfers by the Company. This Agreement may not be ---------------------------------------- assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in- interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Cambridge Heart Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor then holding Registrable Securities, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Inkine Pharmaceutical Co Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Hemoxymed Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without prior written consent of law or otherwise) the holders of at least 75% of the Registrable Securities, except that without the prior written consent of the Required Investorsholders of at least 75% of the Registrable Securities, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Civitas Bankgroup Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.; provided that such successor corporation assumes the Company's obligations hereunder..

Appears in 1 contract

Samples: Registration Rights Agreement (Vitalstream Holdings Inc)

Assignments and Transfers by the Company. This Agreement may not ---------------------------------------- be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in- interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Sheffield Pharmaceuticals Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, ; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Odetics Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor; provided that such successor corporation assumes the Company's obligations hereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (Vitalstream Holdings Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, or other similar transaction, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Cellegy Pharmaceuticals Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each the Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Gse Systems Inc)

Assignments and Transfers by the Company. This Agreement may ---------------------------------------- not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor, except that without the prior written consent of the Required Investors, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Registration Rights Agreement (Imaginon Inc /De/)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, ; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Integrity Applications, Inc.)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsRepresentatives, provided, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, Representatives or any Unitholder after notice duly given by the Company to each Investorthe Representatives and the Unitholders.

Appears in 1 contract

Samples: Registration Rights Agreement (Memc Electronic Materials Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsHolders, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsHolders, after notice duly given by the Company to each InvestorRights Holder.

Appears in 1 contract

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

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Holders (which shall include the Required Investors), provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsHolders, after notice duly given by the Company to each InvestorHolder.

Appears in 1 contract

Samples: Rights Agreement (Intraop Medical Corp)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsHolders, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsHolders, after notice duly given by the Company to each InvestorHolder.

Appears in 1 contract

Samples: Registration Rights Agreement (Caprius Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, Holders; provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsHolders or the Affiliated Holders, after notice duly given by the Company to each InvestorAffiliated Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Osteologix, Inc.)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporationcorporation or other entity, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (New Era Marketing Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and obligations and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (First Virtual Communications Inc)

Assignments and Transfers by the Company. This Agreement may shall not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsRequisite Holders, providedexcept that without the prior written consent of the Requisite Holders, howeverbut after notice duly given, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investorassets.

Appears in 1 contract

Samples: Registration Rights Agreement (Glycogenesys Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation without the prior written consent of law or otherwise) each Investor, except that without the prior written consent of the Required InvestorsInvestor, providedbut after notice duly given, however, that the Company may shall assign its rights and delegate its duties hereunder to any surviving or successor corporation successor-in-interest corporation, and such successor-in-interest shall assume such rights and duties, in connection with the event of a merger or consolidation of the Company with or into another corporation, corporation or a sale, transfer or other disposition the sale of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor's assets.

Appears in 1 contract

Samples: Stratus Services Group Inc

Assignments and Transfers by the Company. This Agreement may ---------------------------------------- not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investorseach Investor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Amerigon Inc)

Assignments and Transfers by the Company. The provisions of this Agreement shall be binding upon, and inure to the benefit of, the Company and its successors and assigns. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Majority Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Majority Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Provectus Pharmaceuticals Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsPurchasers, provided, however, that the Company may assign its their respective rights and delegate its their respective duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company Company, as applicable, with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets assets, as applicable, to another corporation, without the prior written consent of the Required InvestorsPurchasers, after notice duly given by the Company Company, as applicable, to each InvestorPurchaser.

Appears in 1 contract

Samples: Registration Rights Agreement (American Dairy Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investorseach Investor, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Response Genetics Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsMajority, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

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

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsHolder, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s assets to another corporation, without the prior written consent of the Required InvestorsHolder, after notice duly given by the Company to each Investorthe Holder.

Appears in 1 contract

Samples: Registration Rights Agreement (Response Genetics Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required InvestorsSelling Stockholder, provided, however, that the Company may assign its rights and delegate its duties hereunder to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required InvestorsSelling Stockholder, after notice duly given by the Company to each InvestorSelling Stockholder.

Appears in 1 contract

Samples: Registration Rights Agreement (Auxilio Inc)

Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Investors, provided, however, that the Company may assign its rights and delegate its duties hereunder he render to any surviving or successor corporation in connection with a merger or consolidation of the Company with another corporation, or a sale, transfer or other disposition of all or substantially all of the Company’s 's assets to another corporation, without the prior written consent of the Required Investors, after notice duly given by the Company to each Investor.

Appears in 1 contract

Samples: Registration Rights Agreement (Visijet Inc)

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