Limitation on Assignment of Registration Rights. The rights to cause Parent to register Registrable Securities pursuant to this Declaration may not be assigned by a Holder unless such a transfer is to stockholders, partners or retired partners, or members or retired members of a Holder (including spouses and ancestors, lineal descendants, and siblings of such stockholders, partners, members or spouses who acquire Registrable Securities by right, will or intestate succession) and all such transferees or assignees agree in writing to appoint a single representative as their attorney-in-fact for the purpose of receiving any notices and exercising their rights under this Declaration. Prior to a permitted transfer of registration rights under this Declaration, Holder must furnish Parent with written notice of the name and address of such transferee and the Registrable Securities with respect to which such registration rights are being assigned and a copy of a duly executed written instrument in form reasonably satisfactory to Parent by which such transferee assumes all of the obligations and liabilities of its transferor hereunder and agrees itself to be bound hereby. No transfer of registration rights under this Declaration shall be permitted if immediately following such transfer the disposition of such Registrable Securities by the transferee is not restricted under the Securities Act.
Limitation on Assignment of Registration Rights. The rights of each Holder under this Agreement may not be assigned by a Holder to any other Person unless such a transfer is pursuant to a transfer of Registrable Securities (i) by will or intestate succession, (ii) to a trust upon death, (iii) to an Affiliate or an affiliated fund or entity of such Holder (provided that there is no change in beneficial ownership), which means with respect to a limited liability company or a limited liability partnership, a fund or entity managed by the same manager or managing member or general partner or management company or by an entity controlling, controlled by, or under common control with such manager or managing member or general partner or management company or (iv) with the prior written consent of Acquiror, provided, however, that in accordance with the terms and conditions of the Restriction Agreement, US VC, L.P. may not assign its rights under this Agreement to any Person during the Restricted Period (as defined therein). Prior to a permitted transfer of rights under this Agreement (or, with respect to assignments contemplated by clauses (i) and (ii) of the prior sentence, within a reasonable time following such assignment), Holder must furnish Acquiror with written notice of the name and address of such transferee and the Registrable Securities with respect to which such registration rights are being assigned and a copy of a duly executed written instrument in form reasonably satisfactory to Acquiror by which such transferee assumes all of the obligations and liabilities of its transferor hereunder and agrees itself to be bound hereby. No transfer of rights under this Agreement shall be permitted if, immediately following such transfer, the offer and sale or other disposition of Registrable Securities by the transferee is not restricted under the Securities Act.
Limitation on Assignment of Registration Rights. The rights to cause the Company to register Registrable Securities pursuant to this Agreement may not be assigned or transferred, except that such right is assignable by each Holder to (i) an “affiliate” of such Holder (as defined in Rule 12b-2 under the Exchange Act), or (ii) to a partner, active or retired of such Holder. As a condition to any permitted transfer hereunder, such transferee shall agree in writing for the benefit of the Company to be bound by this Agreement.
Limitation on Assignment of Registration Rights. The rights of each Holder under this Agreement may not be assigned by a Holder to any other Person unless such a transfer is (a) if Holder is a natural person, pursuant to (i) a transfer of Registrable Securities by will or intestate succession, or (ii) a transfer to a trust created for the benefit of Holder or his or her family members for estate planning purposes, (b) if Holder is not a natural person, a transfer to its subsidiaries, partners, members, affiliates, stockholders or stockholders’ subsidiaries, or (c) with the prior written consent of Parent. Prior to a permitted transfer of rights under this Agreement, Holder must furnish Parent with written notice of the name and address of such transferee and the Registrable Securities with respect to which such registration rights are being assigned and a copy of a duly executed written instrument, in form and substance reasonably satisfactory to Parent, by which such transferee assumes all of the obligations and liabilities of its transferor hereunder and agrees itself to be bound hereby. No transfer of rights under this Agreement shall be permitted if, immediately following such transfer, the offer and sale or other disposition of Registrable Securities by the transferee is not restricted under the Securities Act.
Limitation on Assignment of Registration Rights. The rights to cause ------------------------------------------------ RoweCom to register Registrable Securities pursuant to this Section 8A may not be assigned by a Resale Holder unless such a transfer complies with applicable securities laws and is to stockholders, partners, or retired partners, or members or retired members of a Resale Holder (including spouses and ancestors, lineal descendants, and siblings of such stockholders, partners, members or spouses who acquire Registrable Securities by right, will, or intestate succession) and all such transferees or assignees agree in writing to appoint a single representative as their -42- attorney-in-fact for the purpose of receiving any notices and exercising their rights under this Section 8A. Prior to a permitted transfer of registration rights under this Section 8A, a Resale Holder must furnish RoweCom with written notice of the name and address of such transferee and the Registrable Securities with respect to which such registration rights are being assigned and a copy of a duly executed written instrument in form reasonably satisfactory to RoweCom by which such transferee assumes all of the obligations and liabilities of its transferor hereunder and agrees itself to be bound hereby. No transfer of registration rights under this Section 8A will be permitted if immediately following such transfer the disposition of such Registrable Securities by the transferee is not restricted under the Securities Act; provided that RoweCom will have provided such transferee with certificates representing such Registrable Securities free of any transfer restrictions and RoweCom will have instructed the transfer agent for such Registrable Securities to remove any stop transfer or other instructions.
Limitation on Assignment of Registration Rights. This Agreement is personal to the parties hereto and not assignable and may not be enforced by any subsequent Holder of securities of the Company; PROVIDED, HOWEVER, that upon execution and delivery to the Company of a commitment to be bound by the terms of this Agreement, this Agreement may be assigned to, and may be enforced by, a transferee of Registrable Securities, which transferee shall thereupon have all of the rights and obligations of its transferor hereunder. No transfer of registration rights under this Agreement shall be permitted if immediately following such transfer the disposition of such Registrable Securities by the transferee is not restricted under the Securities Act.
Limitation on Assignment of Registration Rights. The rights to cause the Company to register Registrable Securities pursuant to this Agreement may not be assigned by a Holder except (i) in the case of a Holder who is a partnership or limited liability company, to a partner (including a limited partner) of such partnership or a member of such limited liability company; (ii) subject to Section 3 hereof, to a transferee of Registrable Securities who acquires Registrable Securities representing at least 250,000 shares of Common Stock (as adjusted for stock splits or combinations, stock dividends, and similar distributions); (iii) to any parent or majority-owned subsidiary of any Holder or parent of any Holder or any successor or permitted assignee of any Holder or any parent of any Holder; (iv) to (x) any taxable REIT subsidiary of Equity Office Properties Trust, a Maryland real estate investment trust, or (y) Equity Office Properties Management Corp., a Delaware corporation, or any one of its subsidiaries; (v) to the Equity Office Properties Management Corp. Trust, dated March 30, 2001, of which Equity Office Properties Management Corp. is the sole beneficiary; or (vi) to any "affiliate" of a Holder (as defined in Rule 12b-2 of the Exchange Act); provided, however, that in any such event, such transferee shall have agreed in writing to be bound by the terms of this Agreement. Prior to a permitted transfer of some or all of its registration rights under this Agreement, Holder must furnish the Company with written notice of the name and address of such transferee and the Registrable Securities with respect to which such registration rights are being assigned. No transfer of registration rights under this Agreement shall be permitted if immediately following such transfer the disposition of such Registrable Securities by the transferee is not restricted under the Securities Act.
Limitation on Assignment of Registration Rights. The registration rights of Plus under this Section 1 may not be assigned by Plus to any other Person unless such a transfer is pursuant to a transfer of Registrable Securities (i) by will or intestate succession, (ii) to a trust upon death, (iii) to an Affiliate of Plus, which means with respect to a limited liability company or a limited liability partnership, a fund or entity managed by the same manager or managing member or general partner or management company or by an entity controlling, controlled by, or under common control with such manager or managing member or general partner or management company, or (iv) with the prior written consent of Luminar. Prior to a permitted transfer of rights under this Section 1 (or, with respect to assignments contemplated by clauses (i) and (ii) of the prior sentence, within a reasonable time following such assignment), Plus must furnish Luminar with written notice of the name and address of such transferee and the Registrable Securities with respect to which such registration rights are being assigned and a copy of a duly executed written instrument in form reasonably satisfactory to Luminar by which such transferee assumes all of the obligations and liabilities of its transferor hereunder and agrees itself to be bound hereby. No transfer of rights under this Section 1 will be permitted if, immediately following such transfer, the offer and sale or other disposition of Registrable Securities by the transferee is not restricted under the Securities Act.
Limitation on Assignment of Registration Rights. This Agreement is personal to the parties hereto and not assignable and may not be enforced by any subsequent Holder of securities of the Company; provided, however, that upon execution and delivery to the Company of a commitment to be bound by the terms of this Agreement, this Agreement may be assigned to, and may be enforced by, a transferee of Registrable Securities, which transferee shall thereupon have all of the rights and obligations of its transferor hereunder. No transfer of registration rights under this Agreement shall be permitted if immediately following such transfer the disposition of such Registrable Securities by the transferee is not restricted under the Securities Act; provided, that if BCI transfers Registrable Securities representing 5% or more of the outstanding Class A Common Stock of the Company and such transferee executes and delivers the commitment described in the preceding sentence, such transferee shall be entitled to enforce the rights initially granted to BCI in respect of such Registrable Securities on a pro rata basis based on the amount of Registrable Securities so transferred.
Limitation on Assignment of Registration Rights. The registration rights of a Holder under this Agreement with respect to any Registrable Securities may not be transferred without the consent of Parent, except in the case of a transfer of Registrable Securities by Holders to their affiliates, limited partners or equity holders.
