Common use of Registration Rights; Refusal Rights Clause in Contracts

Registration Rights; Refusal Rights. The registration rights of a Holder under Section 2 hereof and the rights of first offer of a Rights Holder under Section 3 hereof may be assigned only to: (i) any direct or indirect partner or retired partner of any such Holder or Rights Holder that is a partnership; (ii) any member or former member of any holder which is a limited liability company; (iii) any family member or trust for the benefit of any Holder or Rights Holder who is an individual; (iv) any wholly owned subsidiary of such Holder; and (v) any transferee who acquires at least 500,000 shares of Registrable Securities; provided, however, that no party may be assigned any of the foregoing rights unless the Company is given written notice by the assigning party at the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned; provided, further, that any such assignee shall receive such assigned rights subject to all the terms and conditions of this Agreement, including without limitation the provisions of this Section 5.

Registration Rights; Refusal Rights. The registration ----------------------------------- rights of a Holder under Section 2 hereof and the rights of first offer of a Rights Holder under Section 3 hereof may be assigned only to: (i) any direct or indirect partner or retired partner partner, member or retired member of any such Holder or Rights Holder that is a partnership; (ii) any member or former member of any holder which is a partnership or limited liability company; (iiiii) any family member or trust for the benefit of any Holder or Rights Holder who is an individual; (iviii) any wholly owned subsidiary of such Holder; and (v) with respect to the registration rights under Section 2, to any transferee who acquires at least 500,000 20% of the shares of Registrable SecuritiesSecurities then held by such Holder; providedand (iv) with respect to the rights of first offer under Section 3, to any transferee who acquires at least 20% of the shares of Registrable Securities then held by such Holder; provided however, that no party may be assigned any of -------- ------- the foregoing rights unless the Company is given written notice by the assigning party at the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned; provided, and provided further, that any such assignee shall -------- ------- receive such assigned rights subject to all the terms and conditions of this Agreement, including without limitation the provisions of this Section 54.

Registration Rights; Refusal Rights. The registration rights of a Holder under Section 2 hereof and the rights of first offer of a Rights Holder under Section 3 hereof may be assigned only to: (i) any direct or indirect partner or retired partner of any such Holder or Rights Holder that is a partnership; (ii) any member or former member of any holder which is a limited liability company; (iii) any family member or trust for the benefit of any Holder or Rights Holder who is an individual; (iviii) any wholly owned subsidiary Subsidiary of such Holder; and (viv) with respect to the registration rights under Section 2, to any transferee who acquires at least 500,000 1,000,000 shares of Registrable Securities; and (v) with respect to the rights of first offer under Section 3, to any transferee who acquires at least 1,000,000 shares of Registrable Securities; provided, however, that no party may be assigned any of the foregoing rights unless the Company is given written notice by the assigning party at the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned; provided, further, that any such assignee shall receive such assigned rights subject to all the terms and conditions of this Agreement, including without limitation the provisions of this Section 54.

Registration Rights; Refusal Rights. The registration rights of ----------------------------------- a Holder under Section 1 hereof, the rights of first offer under Section 2 hereof and the rights Rights of first offer of a Rights Holder First Refusal under Section 3 hereof may be assigned only to: (i) any direct or indirect partner or retired partner of any such Holder or Rights Holder that which is a partnership; (ii) any member or former member of any holder which is a limited liability company; (iii) any family member or trust for the benefit of any Holder or Rights Holder who is an individual; (iviii) with respect to the registration rights under Section 1, to any wholly owned subsidiary transferee who acquires at least 500,000 shares of such HolderRegistrable Securities; and (viv) with respect to the rights of first offer under Section 2, and the Rights of First Refusal under Section 3 hereof to any transferee who acquires at least 500,000 shares of Registrable Securities; provided, however, -------- ------- that no party may be assigned any of the foregoing rights unless the Company is given written notice by the assigning party at prior to the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned; provided, and provided -------- further, that any such assignee shall receive such assigned rights subject to ------- all the terms and conditions of this Agreement, including without limitation the provisions of this Section 5.