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 in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless such securities are otherwise freely tradable by the Investors after giving effect to such transaction.

Appears in 3 contracts

Samples: Registration Rights Agreement (Amryt Pharma PLC), Registration Rights Agreement (Summit Therapeutics PLC), Securities Purchase Agreement (Summit Therapeutics PLC)

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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 InvestorsPurchasers, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another Personperson or entity, from and after the effective time of such transaction, such Person person or entity shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person person or entity and the term “Registrable Securities” shall be deemed to include the securities received by the Investors Purchasers in connection with such transaction unless such securities are otherwise freely tradable by the Investors Purchasers after giving effect to such transaction.

Appears in 3 contracts

Samples: Registration Rights Agreement (True Drinks Holdings, Inc.), Registration Rights Agreement (True Drinks Holdings, Inc.), Registration Rights Agreement (True Drinks 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 this Agreement in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another PersonPerson and, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless such securities are otherwise freely tradable by the Investors after giving effect to such transaction.

Appears in 3 contracts

Samples: Registration Rights Agreement (Crossroads Systems Inc), Registration Rights Agreement (Crossroads Systems Inc), Registration Rights Agreement (Crossroads 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 Investors, Holders; provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another Person, from and after the effective time of such transaction, (i) such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, ; (ii) the term “Company” shall be deemed to refer to such Person Person; and (iii) the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless such securities are otherwise freely tradable by the Investors after giving effect to such transaction.

Appears in 3 contracts

Samples: Registration Rights Agreement, Registration Rights Agreement (Arch Therapeutics, Inc.), Registration Rights Agreement (Arch 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 Investors), provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Class A Common Stock is converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors Holders in connection with such transaction unless such securities are otherwise freely tradable by the Investors Holders after giving effect to such transaction.

Appears in 2 contracts

Samples: Registration Rights Agreement (Recursion Pharmaceuticals, Inc.), Registration Rights Agreement (Recursion 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 in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunderhereunder (and shall have acknowledged such assumption in writing), the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors Purchasers in connection with such transaction unless such securities are otherwise freely tradable by the Investors Purchasers after giving effect to such transaction.

Appears in 2 contracts

Samples: Registration Rights Agreement (Imageware Systems Inc), Registration Rights Agreement (Imageware 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 Investors, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transactiontransaction and without any action required on the part of any other Person, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless such securities are otherwise freely tradable by the Investors after giving effect to such transaction.

Appears in 1 contract

Samples: Registration Rights Agreement (theMaven, 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 each of the Required Investors, ; provided, however, that the Company may assign this Agreement in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another PersonPerson and, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless the resales of such securities are registered under the Securities Act and the securities are otherwise freely tradable by the Investors after giving effect to such transaction.

Appears in 1 contract

Samples: Registration Rights Agreement (Institutional Financial Markets, 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 in the event that if the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) shares of Common Stock are converted into or exchanged for the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors Purchasers in connection with such transaction unless such securities are otherwise freely tradable by the Investors Purchasers after giving effect to such transaction.

Appears in 1 contract

Samples: Registration Rights Agreement (Zymeworks 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 InvestorsMembers, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) are Common Stock is converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunderhereunder (and shall have acknowledged such assumption in writing), the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors Members in connection with such transaction unless such securities are otherwise freely tradable by the Investors Members after giving effect to such transaction.

Appears in 1 contract

Samples: Registration Rights Agreement (True Drinks 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 Investors holding a majority of the Required InvestorsRegistrable Securities, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Purchased ADSs (or the Underlying Securities) Ordinary Shares are converted into the equity securities of another Person, from and after the effective time of such transaction, such Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such Person and the term “Registrable Securities” shall be deemed to include the securities received by the Investors in connection with such transaction unless such securities are otherwise freely tradable by the Investors after giving effect to such transaction.

Appears in 1 contract

Samples: Registration Rights Agreement (MeiraGTx Holdings PLC)

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