Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 12 contracts
Samples: Purchase Agreement (CleanTech Biofuels, Inc.), Stock Purchase Agreement (Bluestone Software Inc), Stock Purchase Agreement (Bluestone Software Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable3, and:
Appears in 8 contracts
Samples: Notes and Warrant Purchase Agreement (Hydrodynex, Inc.), Note and Warrant Purchase Agreement (Duska Therapeutics, Inc.), Stock Purchase Agreement (Norpac Technologies, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Investor Rights Agreement Agreement, provided and to the extent that this Section 3 and such agreement the Investor Rights Agreement are then applicable, and:
Appears in 6 contracts
Samples: Series B Preferred Stock Purchase Agreement (Clearlake Capital Partners, LLC), Series B Preferred Stock Purchase Agreement (Purple Communications, Inc.), Stock Purchase Agreement (Clearlake Capital Partners, LLC)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Registration Rights Agreement provided and to the extent this Section 3 and such agreement are then applicable, and:
Appears in 5 contracts
Samples: Warrant Purchase Agreement (Digital Generation Systems Inc), Common Stock and Warrant Purchase Agreement (Digital Generation Systems Inc), Warrant Purchase Agreement (Ginsburg Scott K)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable3, and:
Appears in 4 contracts
Samples: Stock and Warrant Purchase Agreement (Balqon Corp.), Stock and Warrant Purchase Agreement (Balqon Corp.), Investment Agreement (Techne Corp /Mn/)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and any other agreement that the Investors' Rights Agreement provided purchasers of such Securities are required to execute and to deliver in connection with the extent this Section and purchase of such agreement are then applicableSecurities, and:
Appears in 4 contracts
Samples: Note Purchase Agreement (Tivic Health Systems, Inc.), Note Purchase Agreement (Tivic Health Systems, Inc.), Note and Warrant Purchase Agreement (One Stop Systems, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by Sections 3.7 and 6 of this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then Agreement, if applicable, and:
Appears in 3 contracts
Samples: Option and Wholesale Purchase Agreement (Ligand Pharmaceuticals Inc), Stock Purchase Agreement (Lilly Eli & Co), Option and Wholesale Purchase Agreement (Ligand Pharmaceuticals Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company or Restoration Robotics, as the case may be, to be bound by this Section 3 4 and the Investors' ’ Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 3 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Restoration Robotics, Inc.), Note Purchase Agreement (Restoration Robotics, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' ’ Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement, Stock Purchase Agreement (Motive Inc), Preferred Stock Purchase Agreement (Motive Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth abovein this Agreement, such each Investor further agrees not to make any disposition of all or any portion of the Securities Shares (or the Conversion Shares) unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, 3.4 and:
Appears in 3 contracts
Samples: Collaboration and License Agreement (Affymax Inc), Collaboration and License Agreement (Affymax Inc), Collaboration and License Agreement (Affymax Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities or the Conversion Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' applicable provisions of the Amended and Restated Registration Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 3 contracts
Samples: Series C Convertible Preferred Stock Purchase Agreement (SCP Private Equity Partners Ii Lp), Convertible Preferred Stock Purchase Agreement (Insci Corp), Preferred Stock Purchase Agreement (Insci Corp)
Further Limitations on Disposition. Without in any way ---------------------------------- limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Registrable Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by Sections 1.9 of this Section 3 Agreement and the Investors' Rights Agreement provided and (to the extent this Section required by applicable securities law, in the opinion of counsel to the Company) has agreed to be bound by these Sections 2.1 and such agreement are then applicable2.2; provided, andhowever, that the foregoing shall not apply if:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Crossworlds Software Inc), Stock Purchase Agreement (Crossworlds Software Inc), Stock Purchase Agreement (Crossworlds Software Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section 3 and such agreement are then applicable, ; and:
Appears in 3 contracts
Samples: Series D Preferred Stock Purchase Agreement (Agile Software Corp), Series C Preferred Stock Purchase Agreement (Agile Software Corp), Series E Preferred Stock Purchase Agreement (Agile Software Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement Agreement, provided and to the extent this Section and such agreement are then applicable, andand as follows:
Appears in 3 contracts
Samples: Confidential Treatment Requested (Vitae Pharmaceuticals, Inc), Confidential Treatment Requested (Vitae Pharmaceuticals, Inc), Research Collaboration and License Agreement (Vitae Pharmaceuticals, Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by (a) this Section 3 3, and (b) the Investors' Rights Agreement XXX, provided and to the extent this Section 3 and such agreement are then applicable, and:
Appears in 3 contracts
Samples: Common Stock Purchase Agreement, Common Stock Purchase Agreement (Zillow Inc), Common Stock Purchase Agreement (Zillow Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and 3, the Investors' Rights Agreement provided and the Ancillary Agreements to the extent this Section 3 and such agreement agreements are then applicable, andor:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Eyetech Pharmaceuticals Inc), Preferred Stock Purchase Agreement (Eyetech Pharmaceuticals Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Common Stock unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable3, and:
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (4-D Neuroimaging), Common Stock Purchase Agreement (4-D Neuroimaging)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Investor's Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Lifen Inc), Common Stock Purchase Agreement (Predictive Systems Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:2.4.
Appears in 2 contracts
Samples: Warrant Agreement (Innovative Micro Technology Inc), Warrant Agreement (Innovative Micro Technology Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities (or the Common Stock issuable upon the conversion thereof) unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement Section 7, provided and to the extent this Section and such agreement sections are then applicable, and the Investors' Rights Agreement, the Shareholders' Agreement, the Voting Agreement and any applicable Ancillary Agreement and:
Appears in 2 contracts
Samples: Shareholders' Agreement (Discovery Partners International Inc), Shareholders' Agreement (Discovery Partners International Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities Note unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Investor Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 2 contracts
Samples: Exchange Agreement (Entravision Communications Corp), Note Purchase Agreement (Entravision Communications Corp)
Further Limitations on Disposition. Without in any way limiting the representations of the Investor set forth aboveherein, such the Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable2.5, and:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Crimson Forest Entertainment Group Inc.), Stock Purchase Agreement (Nara Bancorp Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement agreements are then applicable, and:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Theravance Inc), Preferred Stock Purchase Agreement (Theravance Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities to any third party unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are is then applicable, and:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (DSL Net Inc), Preferred Stock Purchase Agreement (Columbia Capital LLC)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Common Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Registration Rights Agreement provided and to the extent this Section 3 and such agreement are then applicable, and:
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Digital Generation Systems Inc), Common Stock Purchase Agreement (Ginsburg Scott K)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, 4 and:
Appears in 2 contracts
Samples: Share and Warrant Purchase Agreement (Frelii, Inc.), Note and Warrant Purchase Agreement (Network Cn Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities Warrant or the Warrant Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by transfer restrictions of this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:Agreement.
Appears in 2 contracts
Samples: Equity Option Agreement (Clean Energy Fuels Corp.), Equity Option Agreement (Clean Energy Fuels Corp.)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such each Investor further agrees not to make any disposition of all or any portion of the Securities unless and until such portion of the Securities is freely transferable pursuant to Rule 144, or the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 3.7, provided and to the extent such Section is then applicable, and by the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Dovebid Inc), Series C Preferred Stock Purchase Agreement (Dovebid Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, ; and:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Construction Technology Industries Inc), Stock Purchase Agreement (Cathel Partners LTD)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and any other agreement which the Investors' Rights Agreement provided holders of Common Stock are required to execute and to the extent this Section and such agreement are then applicabledeliver, and:
Appears in 2 contracts
Samples: Note and Warrant Purchase Agreement (Cardium Therapeutics, Inc.), Note and Warrant Purchase Agreement (Cardium Therapeutics, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by Sections 3.7, 4.2 and 5 of this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then Agreement, if applicable, and:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Lilly Eli & Co), Stock Purchase Agreement (Ligand Pharmaceuticals Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and 3, the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicableStockholders' Agreement, and:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Inflow Inc), Preferred Stock Purchase Agreement (Inflow Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement 3, provided and to the extent this Section and such agreement are 3 is then applicable, and:
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Agile Software Corp), Common Stock Purchase Agreement (Agile Software Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section Article 3 and the Investors' Rights Agreement Amended Stockholders Agreement, provided and to the extent this Section Article 3 and such agreement are then applicable, and:
Appears in 2 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Velocita Corp), Stock Purchase Agreement (Velocita Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Investor Rights Agreement, the Amended and Restated Investor Rights Agreement or the Second Amended and Restated Investor Rights Agreement, as applicable, provided and to the extent that this Section 3 and such agreement the Investor Rights Agreement, the Amended and Restated Investor Rights Agreement or the Second Amended and Restated Investor Rights Agreement are then applicable, and:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Clearlake Capital Partners, LLC), Stock Purchase Agreement (Goamerica Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement agreements are then applicable, and:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Planetrx Com), Stock Purchase Agreement (Planetrx Com)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then is applicable, and:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Applied Imaging Corp), Stock Purchase Agreement (Applied Imaging Corp)
Further Limitations on Disposition. Without in any way limiting the ---------------------------------- representations set forth above, such each Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by the terms of this Section 3 and Agreement, the Investors' Rights Agreement provided and to Agreement, the extent this Section and such agreement are then applicableStockholder Voting Agreement, and:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Production Group International Inc), Preferred Stock Purchase Agreement (Production Group International Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Rhythms Net Connections Inc), Preferred Stock Purchase Agreement (Lendingtree Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement section provided and to the extent this Section and such agreement are then section is applicable, and:
Appears in 2 contracts
Samples: Escrow Agreement (Curon Medical Inc), Escrow Agreement (Curon Medical Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Amended and Restated Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (DSL Net Inc), Preferred Stock Purchase Agreement (DSL Net Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' ’ Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 2 contracts
Samples: Share and Warrant Purchase Agreement (CloudMinds Inc.), Preferred Stock Purchase Agreement (Sports Club Co Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicableSECTION 3, and:
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Excaliber Enterprises, Ltd.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided 3; provided, and to the extent extent, this Section and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by the terms of this Section 3 and the Investors' Rights Agreement (provided and to the extent this Section and that such agreement terms are then applicableapplicable and provided that the Investor is making such disposition in a transaction other than pursuant to Rule 144 or under an effective registration statement under the Act and in accordance with any applicable state securities laws), and:
Appears in 1 contract
Samples: Agreement (Intellisys Group Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Motive Communications Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such The Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, 4 and:
Appears in 1 contract
Samples: Convertible Promissory Note Purchase Agreement (Datakey Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the InvestorsAmended and Restated Shareholders' Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the ---------------------------------- representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided Article V and to the extent this Section section and such agreement agreements are then --------- applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Purchased Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and Section 7 of this Agreement and the Investors' Amended and Restated Investor Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Offered Securities unless and until the transferee thereof has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and section to the extent this Section and such agreement are then section is applicable, and:
Appears in 1 contract
Samples: Securities Purchase Agreement (SafeStitch Medical, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such each Investor further agrees not to make any disposition of all or any portion of the Securities Preferred Stock or Conversion Stock unless and until the transferee has agreed in writing for the benefit of the Company to be bound by Sections 1.11 and 2 of this Section 3 Agreement and the Investors' Rights Agreement provided and (to the extent this Section required by applicable securities law, in the opinion of counsel to the Company) has agreed to be bound by these Sections 4.1 and such agreement are then applicable4.2, and:
Appears in 1 contract
Samples: Investor Rights Agreement (Crossworlds Software Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Investor Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Wildblue Communications Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by the terms of this Section 3 and the Investors' Rights Agreement (provided and to the extent this Section and that such agreement terms are then applicableapplicable and provided that any Investor is making such disposition in a transaction other than pursuant to Rule 144 or under an effective registration statement under the Act and in accordance with any applicable state securities laws), and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees that such Investor will not to make any disposition of all or any portion of the Securities unless and until the transferee and any subsequent transferee has agreed in writing for the benefit of the Company to be bound by the terms of this Section 3 and the Investors' Rights Agreement Agreement, as amended, provided and to the extent this Section and such agreement instruments are then applicable, applicable and:
Appears in 1 contract
Samples: Series a Preferred Stock Purchase Agreement (Agile Software Corp)
Further Limitations on Disposition. Without in any way limiting the ---------------------------------- representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then is applicable, and:
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Applied Imaging Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 3.7 and the Investors' Rights Agreement Section 5 hereof provided and to the extent this Section 3.7 and such agreement Section 5 are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement Related Agreements provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Zymogenetics Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Metawave Communications Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement 3, provided and to the extent this Section and such agreement are 3 is then applicable, and:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Calico Commerce Inc/)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement Agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and any other agreement which the Investors' Rights Agreement provided purchasers of the Company’s Common Stock are required to execute and to deliver in connection with the extent this Section and such agreement are then applicableQualified Financing, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way ---------------------------------- limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are is then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Common Stock unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Globecomm Systems Inc)
Further Limitations on Disposition. Without in any way ---------------------------------- limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities Stock unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement Section 5.2 hereof provided and to the extent this Section and such agreement sections are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 hereof and the Investors' Rights Agreement and Co-Sale Agreement provided and to the extent that this Section and such agreement Agreements are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 3, and the Investors' Rights Agreement Agreement, provided and to the extent this Section and such agreement agreements are then applicable, and:
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Bab Holdings Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities (except under Rule 144) unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Registration Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then is applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and Section 7 of this Agreement and the Investors' Investor Rights Agreement provided and to the extent this Section and such agreement are then applicableAgreement, and:
Appears in 1 contract
Samples: Rights Agreement (Adknowledge Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Securities, unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement 3, provided and to the extent this Section and such agreement are 3.7 is then applicable, and:
Appears in 1 contract
Samples: Debenture and Warrant Purchase Agreement (Airbee Wireless, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Investor Rights Agreement Agreement; provided and to the extent that this Section and such agreement are then applicable, andwill not be necessary if:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Clearcommerce Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities Shares or Conversion Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 4 and the Investors' Rights Agreement provided Agreement; provided, and to the extent extent, this Section and such agreement are then applicable, and:
Appears in 1 contract
Samples: 1 (Accelerated Networks Inc)
Further Limitations on Disposition. Without in any way limiting the ---------------------------------- representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then 3 is applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Each Investor further agrees not to make any disposition of all or any portion of the Registrable Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Samples: Investors’ Rights Agreement (Design Within Reach Inc)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section 3 and such agreement are then applicable, ; and:;
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Agile Software Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Shares or Conversion Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 4 and the Restated Investors' Rights Agreement provided Agreement; provided, and to the extent extent, this Section and such agreement agreements are then applicable, and:
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Accelerated Networks Inc)
Further Limitations on Disposition. Without in any way limiting the ---------------------------------- representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 4 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Samples: Preferred Stock and Warrant Purchase Agreement (DSL Net Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, 4.9 and:
Appears in 1 contract
Samples: Securities Purchase Agreement (American Energy Development Corp.)
Further Limitations on Disposition. Without in any way limiting the representations set forth aboveabove or the obligations set forth in Section 4.1, such Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by Sections 3.7, 4.2, 4.3 and 5 of this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then Agreement, if applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth aboveabove or the Right of First Refusal set forth in Section 6.3 below, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided provided, and to the extent extent, this Section and such agreement are is then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way ---------------------------------- limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Amended and Restated Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:'
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (Agile Software Corp)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then is applicable, and:
Appears in 1 contract
Samples: Stock Purchase Agreement (Interlink Computer Sciences Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and all the Investors' Rights Agreement terms and conditions of each Exhibit to the Memorandum provided and to the extent this Section and such agreement agreements are then applicable, and:.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by any terms and conditions of this Section 3 Agreement specified by the Company (including, without limitation, Sections 3, 7.15 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:9 hereof):
Appears in 1 contract
Samples: Series D Preferred Stock and Warrant Purchase Agreement (Qualix Group Inc)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities Common Shares unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Registration Rights Agreement provided and to the extent this Section 3 and such agreement are then applicable, and:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Technology Crossover Management Ii LLC)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicableTransaction Agreements, and:
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then is applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or 5 any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are is then applicable, ; and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the ---------------------------------- representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement agreements are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Amended and Restated Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such the Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable2, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are is then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities except in accordance with applicable securities laws and unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable3, and:
Appears in 1 contract
Samples: Secured Note and Warrant Purchase Agreement (Skye Bioscience, Inc.)
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Amended and Restated Investors' ’ Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Rights Agreement 3, provided and to the extent this Section 3 is then applicable and such that no written agreement are then applicableshall be required by a transferee in the event of a disposition under Sections 3.7 (a) or (c), and:
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Calico Commerce Inc/)
Further Limitations on Disposition. Without in any way limiting ---------------------------------- the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 and the Investors' Registration Rights Agreement provided and to the extent this Section 3 and such agreement are then applicable, and:
Appears in 1 contract
Further Limitations on Disposition. Without in any way limiting the representations set forth above, such Investor further agrees not to make any disposition of all or any portion of the Securities unless and until (1) the transferee has agreed in writing for the benefit of the Company to be bound by this Section 3 4.2; and the Investors' Rights Agreement provided and to the extent this Section and such agreement are then applicable, and:(2):
Appears in 1 contract
Samples: Securities Purchase Agreement (Neuro-Hitech Pharmaceuticals Inc)
