Common use of Registration Rights; Rights of Participation Clause in Contracts

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Alliance Pharmaceutical Corp), Securities Purchase Agreement (Uniview Technologies Corp), Securities Purchase Agreement (Alliance Pharmaceutical Corp)

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Registration Rights; Rights of Participation. Except as described set forth on Schedule 2.1(rSCHEDULE 3.01(o) annexed hereto, (i) the Company has not granted or agreed to grant to any Person person any rights (including "β€œpiggy-back" ” registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied satisfied, and (ii) no Personperson, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction DocumentSecurities Purchase Agreement.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Viewpoint Corp), Securities Purchase Agreement (Viewpoint Corp), Securities Purchase Agreement (DG FastChannel, Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Metal Management Inc), Securities Purchase Agreement (Metal Management Inc), Securities Purchase Agreement (Samstock LLC)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has have not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Datalink Net Inc), Securities Purchase Agreement (Genmar Holdings Inc), Securities Purchase Agreement (Marshall Financial Group Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement Agreement, the other Transaction Documents or any Transaction Documentthe Certificate of Designation which has not been waived.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Orthologic Corp), Securities Purchase Agreement (Secure Computing Corp), Securities Purchase Agreement (Queen Sand Resources Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(u) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 3 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Cytogen Corp), Convertible Preferred Stock Purchase Agreement (Oncormed Inc), Convertible Preferred Stock Purchase Agreement (Uniview Technologies Corp)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-backpiggyback" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Team Communication Group Inc), Securities Purchase Agreement (Team Communication Group Inc), Securities Purchase Agreement (Team Communication Group Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(u) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) except as set forth on Schedule 2.1(c) hereto, no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Imaging Technologies Corp/Ca), Securities Purchase Agreement (Diversified Senior Services Inc), Securities Purchase Agreement (Imaging Technologies Corp/Ca)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 4.30 hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission SEC or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Documentother related document which has not been waived.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Alarmguard Holdings Inc), Preferred Stock Purchase Agreement (Canaan Equity L P)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(s) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Geron Corporation), Securities Purchase Agreement (Geron Corporation)

Registration Rights; Rights of Participation. Except as described on Schedule SCHEDULE 2.1(r) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Igen International Inc /De), Securities Purchase Agreement (Thermoview Industries Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) hereto3.18, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has have not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Documentthe Agreements.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Spectrx Inc), Stock Purchase Agreement (Spectrx Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Wavephore Inc), Securities Purchase Agreement (Wavephore Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 4.10 hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction DocumentAgreement, which has not been waived.

Appears in 2 contracts

Samples: Convertible Subordinated Note Purchase Agreement (Oz Management LLC), Convertible Subordinated Note Purchase Agreement (Bolle Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) SCHEDULE 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement Agreement, the other Transaction Documents or any Transaction Documentthe Certificate of Designation which has not been waived.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Clearview Cinema Group Inc), Securities Purchase Agreement (Informix Corp)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, anti-dilutive right or any similar right to participate in the transactions contemplated by this Agreement Agreement, the other Transaction Documents or the Articles of Amendment which has not been waived or will not be waived or otherwise satisfied as of any Transaction DocumentClosing Date or the Exchange Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Alydaar Software Corp /Nc/)

Registration Rights; Rights of Participation. Except as described -------------------------------------------- on Schedule 2.1(r) hereto, (i) the Company has not granted or agreed to grant to --------------- any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Boston Life Sciences Inc /De)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, anti-dilutive right or any similar right to participate in the transactions contemplated by this Agreement Agreement, the other Transaction Documents or any Transaction Documentthe Certificate of Designation which has not been waived or will not be waived or otherwise satisfied as of the Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Shared Technologies Cellular Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(rSCHEDULE 2.1(Q) hereto, (i) the Company has not granted or agreed to grant to any Person person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has have not been satisfied and (ii) no Personperson, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction DocumentAgreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Brilliant Digital Entertainment Inc)

Registration Rights; Rights of Participation. Except as described set forth on Schedule 2.1(rSCHEDULE 4.01(o) annexed hereto, (i) the Company has not granted or agreed to grant to any Person person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied satisfied, and (ii) no Personperson, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction DocumentSecurities Purchase Agreement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Viewpoint Corp/Ny/)

Registration Rights; Rights of Participation. Except as described -------------------------------------------- on Schedule 2.1(r) 4.15 hereto, (i) the Company Buyer has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company Buyer registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the CompanyBuyer, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction DocumentAgreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Satcon Technology Corp)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) heretoSCHEDULE 4.31, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, including current or former stockholders shareholders of the Company, underwriters, brokers brokers, or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocuments.

Appears in 1 contract

Samples: Bridge Note and Warrant Purchase Agreement (Adam Com Inc /De/)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(u) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mechanical Technology Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(s) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Autonomous Technologies Corp)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) SCHEDULE 3.10 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 1 contract

Samples: Purchase Agreement (Genzyme Corp)

Registration Rights; Rights of Participation. Except as -------------------------------------------- described on Schedule 2.1(r2.1(q) hereto, (i) the Company has not granted or agreed --------------- to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Satcon Technology Corp)

Registration Rights; Rights of Participation. Except as -------------------------------------------- described on Schedule 2.1(r2.1(u) hereto, (i) the Company has not granted or agreed --------------- to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Satcon Technology Corp)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(p) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Provident American Corp)

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Registration Rights; Rights of Participation. Except as -------------------------------------------- described on Schedule 2.1(r) hereto, (i) the Company has not granted or agreed --------------- to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Agribiotech Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(q) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Signal Apparel Company Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(rSCHEDULE 2.1(u) heretoto the Disclosure Letter, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Genus Inc)

Registration Rights; Rights of Participation. Except for the registration rights agreement pursuant to the Tranche A/B Securities Purchase Agreement and as described on Schedule 2.1(r2.1(s) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Courier Technologies Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Certificate, this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 1 contract

Samples: Purchase Agreement (Igen International Inc /De)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(s) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or Agreement, any other Transaction Document, the Certificate of Amendment or the Certificate of Designation.

Appears in 1 contract

Samples: Securities Purchase Agreement (World Wide Wireless Communications Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(rSCHEDULE 2.1(R) hereto, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has have not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any the Transaction DocumentDocuments.

Appears in 1 contract

Samples: Securities Purchase Agreement (Netcurrents Inc/)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Team Communication Group Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(u) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers brokers, financial consultants or advisors or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Usci Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) hereto3.17, (i) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has have not expired or been satisfied or terminated and (ii) no Person, including, but not limited to, current or former stockholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any the Transaction DocumentDocuments.

Appears in 1 contract

Samples: Securities Purchase Agreement (Spectrx Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.11 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not now limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, anti-dilutive right or any similar right to participate in the transactions contemplated by this Agreement Agreement, the other Transaction Document or any Transaction Documentthe Certificate of Designation which has not been waived or will -6- 7 not be waived or otherwise satisfied as of the Closing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Shared Technologies Cellular Inc)

Registration Rights; Rights of Participation. Except as described --------------------------------------------- on Schedule 2.1(r) 3.12 hereto, (iA) the Company has not granted or agreed to grant to -------------- any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Certificate, this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 1 contract

Samples: Purchase Agreement (White Rock Capital Management Lp)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) heretoprovided in the Transaction Documents or in SCHEDULE 3.22, (i) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (ii) no Personperson or entity, including, but not limited to, current or former stockholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any the other Transaction DocumentDocuments which has not been waived.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ben Abraham Technologies Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(rSCHEDULE 2.1(s) hereto, (i) the Company Corporation has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company Corporation registered with the Commission SEC or any other governmental authority which has not been satisfied and (ii) no Person, including, but not limited to, current or former stockholders shareholders of the CompanyCorporation, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction Document.

Appears in 1 contract

Samples: Securities Purchase Agreement (Entertainment Boulevard Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) SCHEDULE 4.26 hereto, (ia) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission SEC or any other governmental authority which has not been satisfied and (iib) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any Transaction Documentother related document which has not been waived.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Next Generation Network Inc)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r2.1(t) hereto, (iA) the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Person, including, but not limited to, current or former stockholders shareholders of the Company, underwriters, brokers or agents, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Xoma Corp /De/)

Registration Rights; Rights of Participation. Except as described on Schedule 2.1(r) 3.10 hereto, (iA) the Company has not granted or agreed to grant to any Person person or entity any rights (including "piggy-piggy back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied and (iiB) no Personperson or entity, including, but not no limited to, current or former stockholders shareholders of the Company, underwriters, brokers brokers, agents or agentsother third parties, has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by this Agreement or any other Transaction DocumentDocument which has not been waived.

Appears in 1 contract

Samples: Note Purchase Agreement (Genzyme Corp)

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