Joinder to Investor Rights Agreement Sample Clauses

Joinder to Investor Rights Agreement. Upon the execution and delivery of this First Amendment and Joinder, Pacira agrees to be bound by and comply with all provisions, restrictions, terms and conditions of the Investor Rights Agreement as an “Investor,” a “Major Investor” and “Holder” in accordance with all of the terms and provisions of the Investor Rights Agreement applicable to “Investors,” “Major Investors” and “Holders.” In addition, Pacira shall have all rights of an “Investor,” “Major Investor” and “Holder” under the Investor Rights Agreement.
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Joinder to Investor Rights Agreement. IBM hereby joins and becomes party to the Investor Rights Agreement and shall be deemed a “Purchaser” thereunder, and hereby agrees to be bound by all obligations of a Purchaser pursuant to the Investor Rights Agreement, solely in connection with the following sections of the Investor Rights Agreement: (a) Section 2 excluding subsection 2.1(a); (b) Section 3; (c) Section 4.6; (d) Section 5 and (e) Section 6. The Company acknowledges and agrees that IBM shall be deemed a party to the Investor Rights Agreement as a Purchaser thereunder for purposes of the foregoing sections of the Investor Rights Agreement.
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Joinder to Investor Rights Agreement. Venture Lending hereby joins and becomes party to the Investor Rights Agreement and shall be deemed a “Purchaser” thereunder, and hereby agrees to be bound by all obligations of a Purchaser pursuant to the Investor Rights Agreement, but solely in connection with Sections 2.2 through 2.11, inclusive, and Sections 5 and 6 of the Investor Rights Agreement and any general provisions and definitions related to such Sections, such that Venture Lending will have incidental registration rights and agrees to the “lock up,” indemnification, confidentiality and other related provisions set forth in such Sections. The Company acknowledges and agrees that Venture Lending shall be deemed a party to the Investor Rights Agreement as a Purchaser thereunder for purposes of the foregoing sections of the Investor Rights Agreement.
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Joinder to Investor Rights Agreement. Each Buyer, by their execution of a Joinder in the form provided by the Company, and as of the Closing Date on which such Buyer purchases Membership Interests and Warrants, hereby agrees to become a party to the Investor Rights Agreement and to be bound by all of the provisions thereof as if a signatory thereto. Each Buyer acknowledges his, her or its receipt and review of the Investor Rights Agreement, and acknowledges and agrees to the terms thereof.
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Joinder to Investor Rights Agreement. Purchaser acknowledges that he has had an opportunity to review the Investors Rights Agreement. Effective as of the Effective Date, Purchaser will be deemed to be a party to the Investors Rights Agreement with respect to the Purchaser Shares purchased pursuant to this Agreement, and Purchaser will be fully bound and subject to the covenants, terms and conditions of the Investors Rights Agreement from and after the Effective Date as if he were a signatory thereto and Purchaser will be deemed to be a holder of “Stockholder Shares” and an “Investor” and “Stockholder” thereunder for all purposes thereof. Execution and delivery of this Agreement shall be deemed execution and delivery of a joinder to the Investors Rights Agreement.
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Joinder to Investor Rights Agreement. The Stockholder hereby joins and becomes party to the Investor Rights Agreement solely with respect to Sections 2, 4.6, 5, and 6 thereof (the “Operative Sections”) and any general provisions and definitions related to the Operative Sections. The Stockholder shall for purposes of the Operative Sections be deemed a “Purchaser,” and hereby agrees to be bound by all obligations of a Purchaser pursuant to the Operative Sections and related general provisions of the Investor Rights Agreement. The Company acknowledges and agrees that the Stockholder shall be deemed party to the Investor Rights Agreement as a Purchaser thereunder for purposes of the Operative Sections and related general provisions.
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Joinder to Investor Rights Agreement. Purchaser acknowledges that he is party to the Investor Rights Agreement as a holder of “Stockholder Shares” and an “Investor” and “Stockholder” thereunder for all purposes thereof and that the Purchaser Shares acquired hereunder are subject to the Investor Rights Agreement.
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Joinder to Investor Rights Agreement. As promptly as practicable following the execution and delivery of this Agreement, the Company shall provide each Company Stockholder that is not a Supporting Company Stockholder with a reasonable opportunity to become party to, and bound by, the Investor Rights Agreement by executing and delivering a joinder agreement thereto (in form and substance reasonably satisfactory to Tailwind); provided, however, that each Party acknowledges and agrees that it is not a condition to the Closing or to any Party’s performance of any of its other covenants, agreements or obligations under this Agreement or any Ancillary Document that any such Company Stockholder enter into any such joinder agreement, and this Section 5.24 shall not affect, modify or otherwise limit any of the other covenants, agreements or obligations of any Party under this Agreement or any Ancillary Document.
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Related to Joinder to Investor Rights Agreement

  • Investor Rights Agreement The Investor Rights Agreement substantially in the form attached hereto as Exhibit B shall have been executed and delivered by the parties thereto.

  • Registration Rights Agreement and Escrow Agreement The parties have entered into the Registration Rights Agreement and the Escrow Agreement, each dated the date hereof.

  • Amendment of Rights Agreement The Rights Agreement is hereby amended as follows: (a) Section 1 of the Rights Agreement is hereby amended by inserting the following subsections at the end of such Section 1:

  • Stockholder Agreement The Stockholder agrees that, during the period from the date of this Agreement until the Expiration Date:

  • Amendment to Rights Agreement Section 1(w) of the Agreement is hereby amended by deleting it in its entirety and replacing it with the following:

  • Registration Agreement The holder of this Exchangeable Note is entitled to the benefits of a Registration Agreement, dated as of March 25, 2002, by and among the Company, Navistar and the Initial Purchasers (the "Registration Agreement"). Pursuant to the Registration Agreement, the Company and Navistar have agreed for the benefit of the holders of the Exchangeable Notes and the Common Stock issued and issuable upon exchange of the Exchangeable Notes, that (i) they will, at their cost, within 90 days after the Issue Date, file a shelf registration statement (the "Shelf Registration Statement") with the Securities and Exchange Commission (the "Commission") with respect to resales of the Exchangeable Notes and the Common Stock issuable upon exchange thereof, (ii) the Company and Navistar will use their reasonable best efforts to cause such Shelf Registration Statement to be declared effective by the Commission under the Securities Act within 210 days after the Issue Date and (iii) the Company and Navistar will use their reasonable best efforts to keep such Shelf Registration Statement continuously effective under the Securities Act until the earliest of (1) the latest of the second anniversary of (a) the Issue Date, (b) the last date on which any Exchangeable Notes are issued upon exercise of the Initial Purchasers' over-allotment option or (c) the last date on which any unregistered Navistar Common Stock is issued or issuable in exchange for Exchangeable Notes; (2) the date on which the Exchangeable Notes and the unregistered Common Stock issuable upon their exchange may be sold by non-affiliates of Navistar and Navistar Financial pursuant to paragraph (k) of Rule 144 (or any successor provision) promulgated by the SEC under the Securities Act; (3) the date as of which all the Exchangeable Notes and the Common Stock issuable upon their exchange have been sold under Rule 144 under the Securities Act (or any similar provision then in force) or (4) the date as of which all the Exchangeable Notes or the Common Stock issuable upon their exchange have been sold pursuant to the Shelf Registration. If the Shelf Registration Statement (i) is not filed with the Commission on or prior to 90 days, or has not been declared effective by the Commission within 210 days, after the Issue Date or (ii) is filed and declared effective but shall thereafter cease to be effective (without being succeeded immediately by a replacement shelf registration statement filed and declared effective) or cease to be usable (including, without limitation, as a result of a Suspension Period as defined below) for the offer and sale of Transfer Restricted Securities (as defined below) for a period of time (including any Suspension Period) which shall exceed 60 days in the aggregate in any 12-month period during the period beginning on the Issue Date and ending on the second anniversary of the latest of (a) the Issue Date, (b) the second anniversary of the last date on which any Exchangeable Notes are issued upon exercise of the Initial Purchasers' over-allotment option and (c) the last date on which any unregistered Navistar Common Stock is issued or issuable in exchange for the Exchange Notes (each such event referred to in clauses (i) and (ii) being referred to herein as a "Registration Default"), the Company will pay liquidated damages to each holder of Transfer Restricted Securities that are Exchangeable Notes and Navistar will pay liquidated damages to each holder of Transfer Restricted Securities that are Common Stock (together, "Liquidated Damages") which has complied with its obligations under the Registration Agreement. The amount of Liquidated Damages payable during any period in which a Registration Default shall have occurred and be continuing is that amount which is equal to one-quarter of one percent (25 basis points) per annum per $1,000 principal amount of Exchangeable Notes and $2.50 per annum per 17.944 shares of Common Stock (subject to adjustment from time to time in the event of a stock split, stock recombination, stock dividend and the like) constituting Transfer Restricted Securities for the first 90 days during which a Registration Default has occurred and is continuing and one-half of one percent (50 basis points) per annum per $1,000 principal amount of Exchangeable Notes and $5.00 per annum per 17.944 shares of Common Stock (subject to adjustment as set forth above) constituting Transfer Restricted Securities for any additional days during which such Registration Default has occurred and is continuing. All accrued Liquidated Damages will be paid by check on each Damages Payment Date (as defined in the Registration Agreement), and Liquidated Damages will be calculated on the basis of a 360-day year consisting of twelve 30-day months. Following the cure of a Registration Default, Liquidated Damages will cease to accrue with respect to such Registration Default.

  • Rights Agreement The Company has entered into a rights agreement with respect to the Rights included the Units and the Placement Units with CST substantially in the form filed as an exhibit to the Registration Statement (“Rights Agreement”).

  • Lockup Agreement In consideration for the Company agreeing to its obligations under this Section 5, each Holder agrees in connection with any registration of the Company's securities that, upon the request of the Company or the underwriters managing any underwritten offering of the Company's securities, not to sell, make any short sale of, loan, grant any option for the purchase of, or otherwise dispose of any Warrants or Warrant Stock (other than those included in the registration) without the prior written consent of the Company or such underwriters, as the case may be, for such period of time (not to exceed one hundred eighty (180) days) from the effective date of such registration as the Company or the underwriters may specify.

  • Warrant Agreement and Registration and Shareholder Rights Agreement The Company shall have entered into the Warrant Agreement, in the form of Exhibit A hereto, and the Registration and Shareholder Rights Agreement, in the form of Exhibit B hereto, in each case on terms satisfactory to the Purchaser.

  • Registration Rights Agreement The Company and the Initial Shareholders have entered into a registration rights agreement (the “Registration Rights Agreement”) substantially in the form annexed as an exhibit to the Registration Statement, whereby the parties will be entitled to certain registration rights with respect to their securities, as set forth in such Registration Rights Agreement and described more fully in the Registration Statement.

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