Assignments and Transfers by the Company. This Agreement may not be assigned by the Company without the prior written consent of the Purchaser but, in any case of any successor-in-interest to the Company or any Person other than the Company who is an issuer of Registrable Securities or Additional Registrable Securities, such successor-in-interest or other issuer, shall assume, jointly and severally with the Company, the rights and duties of the Company hereunder, in the event of a merger or consolidation of the Company with or into another corporation or the sale of all or substantially all of the Company's assets (and it shall be a condition to any such merger, consolidation or sale that such successor-in-interest or other issuer assume in writing all obligations hereunder jointly and severally with the Company).
Appears in 5 contracts
Samples: Registration Rights Agreement (Knightsbridge Fine Wines Inc), Purchase Agreement (Biogentech Corp), Registration Rights Agreement (Sonic Foundry Inc)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company without the prior written consent of the Purchaser Holder but, in any case of any successor-in-interest to the Company or any Person other than the Company who is an issuer of Registrable Securities or Additional Registrable Securities, such successor-in-interest or other issuer, shall assume, jointly and severally with the Company, the rights and duties of the Company hereunder, in the event of a merger or consolidation of the Company with or into another corporation or the sale of all or substantially all of the Company's assets (and it shall be a condition to any such merger, consolidation or sale that such successor-in-interest or other issuer assume in writing all obligations hereunder jointly and severally with the CompanyCompany as provided herein and in the Note and the Warrants).
Appears in 3 contracts
Samples: Registration Rights Agreement (Zix Corp), Registration Rights Agreement (Viragen Inc), Registration Rights Agreement (Zix Corp)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company without the prior written consent of the Purchaser but, in any case of any successor-in-interest to the Company or any Person other than the Company who is an issuer of Registrable Securities or Additional Registrable Securities, such successor-in-interest or other issuer, issuer shall assume, jointly and severally with the Company, the rights and duties of the Company hereunder, in the event of a merger or consolidation of the Company with or into another corporation or the sale of all or substantially all of the Company's assets (and it shall be a condition to any such merger, consolidation or sale that such successor-in-interest or other issuer assume in writing all obligations hereunder jointly and severally with the Company).
Appears in 2 contracts
Samples: Registration Rights Agreement (Knightsbridge Fine Wines Inc), Registration Rights Agreement (Knightsbridge Fine Wines Inc)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company without the prior written consent of the Purchaser Holder but, in any case of any successor-in-interest to the Company or any Person other than the Company who is an issuer of Registrable Securities or Additional Registrable Securities, such successor-in-interest or other issuer, shall assume, jointly and severally with the Company, the rights and duties of the Company hereunder, in the event of a merger or consolidation of the Company with or into another corporation or the sale of all or substantially all of the Company's ’s assets (and it shall be a condition to any such merger, consolidation or sale that such successor-in-interest or other issuer assume in writing all obligations hereunder jointly and severally with the CompanyCompany as provided herein and in the Note and the Warrants).
Appears in 2 contracts
Samples: Registration Rights Agreement (Zix Corp), Registration Rights Agreement (Insmed Inc)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company without the prior written consent of the Purchaser butholders of at least 75% of the Registerable Securities and Additional Registrable Securities, in any case of except that without such prior written consent, but after notice duly given, the Company may assign its rights and delegate its duties hereunder to any successor-in-interest to the Company or any Person other than the Company who is an issuer of Registrable Securities or Additional Registrable Securitiescorporation, provided such successor-in-interest or other issuer, shall assume, jointly and severally with the Company, the assume such rights and duties of the Company hereunderduties, in the event of a merger or consolidation of the Company with or into another corporation or the sale of all or substantially all of the Company's assets (and it shall be a condition to any such merger, consolidation or sale that such successor-in-interest or other issuer assume in writing all obligations hereunder jointly and severally with the Companyhereunder.).
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