Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 184 contracts
Samples: Investors’ Rights Agreement (Sequoia Vaccines, Inc.), Investors’ Rights Agreement (Urgent.ly Inc.), Investors’ Rights Agreement (Klaviyo, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 109 contracts
Samples: Investors’ Rights Agreement (Alumis Inc.), Investor Rights Agreement (Actuate Therapeutics, Inc.), Investors’ Rights Agreement (Rapport Therapeutics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationMemorandum and Articles, or elsewhere, as the case may be.
Appears in 36 contracts
Samples: Shareholders Agreement (Belite Bio, Inc), Shareholders Agreement (Belite Bio, Inc), Amended and Restated Shareholders Agreement (Xiaoju Kuaizhi Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 35 contracts
Samples: Investor Rights Agreement (Contineum Therapeutics, Inc.), Stockholders Agreement (Miso Robotics, Inc.), Investors’ Rights Agreement (Azitra Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 28 contracts
Samples: Investors’ Rights Agreement (PureTech Health PLC), Investors’ Rights Agreement (PureTech Health PLC), Adoption Agreement (Sagrera Ricardo A.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 26 contracts
Samples: Investors’ Rights Agreement (Cava Group, Inc.), Investors’ Rights Agreement (Cytek BioSciences, Inc.), Investors’ Rights Agreement (Vera Therapeutics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 20 contracts
Samples: Stockholders’ Agreement (Sunlight Financial Holdings Inc.), Investors’ Rights Agreement (Boundless Bio, Inc.), Investors’ Rights Agreement (Dynamics Special Purpose Corp.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s BylawsBy-laws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 16 contracts
Samples: Investors’ Rights Agreement (SEMrush Holdings, Inc.), Investors’ Rights Agreement (Decibel Therapeutics, Inc.), Investors’ Rights Agreement (SEMrush Holdings, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 10 contracts
Samples: Investors’ Rights Agreement (Entrada Therapeutics, Inc.), Investors’ Rights Agreement (Omega Therapeutics, Inc.), Investors’ Rights Agreement (Elevation Oncology, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate Articles of Incorporation, or elsewhere, as the case may be.
Appears in 9 contracts
Samples: Common Stock Purchase Agreement (Celsius Holdings, Inc.), Investors’ Rights Agreement (Celsius Holdings, Inc.), Registration and Other Rights Agreement (Live Oak Bancshares, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Incorporation or elsewhere, as the case may be.
Appears in 8 contracts
Samples: Investors’ Rights Agreement (Nuvalent, Inc.), Investors’ Rights Agreement (Nuvalent, Inc.), Investors’ Rights Agreement (Seer, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s BylawsBy-laws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 8 contracts
Samples: Investors’ Rights Agreement, Investors’ Rights Agreement, Joinder Agreement (Kaleido Biosciences, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may bemaybe.
Appears in 7 contracts
Samples: Investors’ Rights Agreement (Ncino, Inc.), Rights Agreement, Investors’ Rights Agreement (Scholar Rock Holding Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationCertificate, or elsewhere, as the case may be.
Appears in 7 contracts
Samples: Investors’ Rights Agreement (Tempus AI, Inc.), Investors’ Rights Agreement (Tempus Labs, Inc.), Investors’ Rights Agreement (Tempus Labs, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Charter, or elsewhere, as the case may be.
Appears in 7 contracts
Samples: Rights Agreement, Investors’ Rights Agreement (BioNano Genomics, Inc), Investors’ Rights Agreement (BioNano Genomics, Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationMemorandum and Articles, or elsewhere, as the case may be.
Appears in 7 contracts
Samples: Shareholders Agreement (Daojia LTD), Fourth Amended and Restated Shareholders Agreement (Soulgate Inc.), Amended and Restated Shareholders Agreement (Li Auto Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 6 contracts
Samples: Investors’ Rights Agreement (Maplebear Inc.), Investors’ Rights Agreement (Maplebear Inc.), Investors’ Rights Agreement (Remitly Global, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 6 contracts
Samples: Investors’ Rights Agreement (Sight Sciences, Inc.), Investors’ Rights Agreement (Sight Sciences, Inc.), Investors’ Rights Agreement (Couchbase, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s 's Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 6 contracts
Samples: Investors' Rights Agreement (Cerecor Inc.), Investors' Rights Agreement (Cerecor Inc.), Investors' Rights Agreement (Psi Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated M&A, or elsewhere, as the case may beapplicable.
Appears in 5 contracts
Samples: Shareholders Agreement (ZKH Group LTD), Shareholders Agreement (ZKH Group LTD), Shareholders Agreement (ZKH Group LTD)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person or entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 5 contracts
Samples: Rights Agreement, Rights Agreement (Arsanis, Inc.), Rights Agreement (Arsanis, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (Roblox Corp), Investors’ Rights Agreement (Roblox Corp), Investors’ Rights Agreement (Roblox Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (Experience Investment Corp.), Investors’ Rights Agreement (Tracon Pharmaceuticals, Inc.), Investors’ Rights Agreement (Tracon Pharmaceuticals, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationCharter, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (Coinbase Global, Inc.), Investor Rights Agreement (VirtualScopics, Inc.), Voting Agreement (VirtualScopics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Rights Agreement (Endostim, Inc.), Rights Agreement (Endostim, Inc.), Rights Agreement (Endostim, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Amended and Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (SQZ Biotechnologies Co), Investors’ Rights Agreement (Sana Biotechnology, Inc.), Investors’ Rights Agreement (SQZ Biotechnologies Co)
Successor Indemnification. If the Company or any of its successors or assignees (i) consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or mergermerger or (ii) transfers or conveys all or substantially all of its properties and assets to any Person, then then, and in each such case, to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Rights Agreement, Investors’ Rights Agreement (Allena Pharmaceuticals, Inc.), Investors’ Rights Agreement (Allena Pharmaceuticals, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its the Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (Anaplan, Inc.), Investors’ Rights Agreement (Anaplan, Inc.), Rights Agreement
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s BylawsBy-laws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (Codiak BioSciences, Inc.), Investors’ Rights Agreement (Codiak BioSciences, Inc.), Investors’ Rights Agreement (Codiak BioSciences, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in this Agreement, the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 4 contracts
Samples: Registration Rights Agreement, Registration Rights Agreement, Registration Rights Agreement (Deciphera Pharmaceuticals, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees amalgamates, consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such amalgamation, consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, 's Articles or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Adoption Agreement (Naqi Logix Inc.), Adoption Agreement (Naqi Logix Inc.), Shareholder Rights Agreement (Naqi Logix Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its Certificate of IncorporationCharter, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc), Investor Rights Agreement (Viewray Inc)
Successor Indemnification. If the Company or any of its successors or assignees (i) consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or mergermerger or (ii) transfers or conveys all or substantially all of its properties and assets to any Person, then then, and in each such case, to the extent reasonably necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Assignment Agreement, Assignment Agreement, Investors’ Rights Agreement (Histogenics Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Amended and Restated Bylaws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Investors’ Rights Agreement (Sagimet Biosciences Inc.), Investors’ Rights Agreement (Sagimet Biosciences Inc.), ’ Rights Agreement (Sagimet Biosciences Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationAmended Articles, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Rights Agreement, Investors’ Rights Agreement (DAVIDsTEA Inc.), Investors’ Rights Agreement (DAVIDsTEA Inc.)
Successor Indemnification. If the Company or any of its successors or assignees amalgamates, consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such amalgamation, consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, by-laws or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Adoption Agreement, Adoption Agreement (Fusion Pharmaceuticals Inc.), Investors’ Rights Agreement
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board board of Directors directors of the Company or any Key Subsidiary as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Restated Articles or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Rights Agreement, Investors’ Rights Agreement (BeiGene, Ltd.), Investors’ Rights Agreement (BeiGene, Ltd.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Incorporation or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Investors’ Rights Agreement (Decipher Biosciences, Inc.), Investors’ Rights Agreement (Decipher Biosciences, Inc.), Investors’ Rights Agreement (Decipher Biosciences, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then then, to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors of the Company as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Incorporation or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Registration Rights Agreement (Sacks Bradley J.), Registration Rights Agreement (ULURU Inc.), Registration Rights Agreement (Sacks Michael Ivan)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationoperating documents, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Registration Rights Agreement (Appgate, Inc.), Newtown Lane Marketing, Incorporated Registration Rights Agreement (Appgate, Inc.), Purecycle Technologies LLC Registration Rights Agreement (PureCycle Technologies, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationConstitution, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Investor Rights Agreement, Investor Rights Agreement (Iterum Therapeutics LTD), Investor Rights Agreement (Iterum Therapeutics LTD)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Registration Rights Agreement (Eleven Biotherapeutics, Inc.), Investors’ Rights Agreement (Eleven Biotherapeutics, Inc.), Investors’ Rights Agreement (Eleven Biotherapeutics, Inc.)
Successor Indemnification. If the any Group Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the such Group Company assume the obligations of the such Group Company with respect to indemnification of members of the Board of Investor Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationCharter Documents, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Fifth Amended and Restated Shareholders Agreement (Manycore Tech Inc.), Third Amended and Restated Shareholders Agreement (LAIX Inc.), Third Amended and Restated Shareholders Agreement (LingoChamp Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing continuing, resulting or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors and Officers as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthis Agreement, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Operating Agreement (Pandion Therapeutics Holdco LLC), Operating Agreement (Pandion Therapeutics Holdco LLC), Operating Agreement (Pandion Therapeutics Holdco LLC)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 3 contracts
Samples: Investors’ Rights Agreement (Prime Medicine, Inc.), Investors’ Rights Agreement (Prime Medicine, Inc.), Investors’ Rights Agreement (Ventyx Biosciences, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, an indemnification agreement between the Company and each member of the Board or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor Rights Agreement (Clearside Biomedical, Inc.), Investor Rights Agreement (Clearside Biomedical, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Certificate of IncorporationIncorporation (as amended, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Cue Health Inc.), Investors’ Rights Agreement (Cue Health Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Kinnate Biopharma Inc.), Investors’ Rights Agreement (Kinnate Biopharma Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Rights Agreement (Super League Gaming, Inc.), Rights Agreement (Super League Gaming, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Articles, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: ’ Rights Agreement, Rights Agreement (Wave Life Sciences Pte LTD)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s BylawsBy-Laws, its the Certificate of Incorporation, separate agreement, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Fractyl Health, Inc.), Investors’ Rights Agreement (Fractyl Health, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its Certificate certificate of Incorporationincorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Stoke Therapeutics, Inc.), Investor Rights Agreement (Poniard Pharmaceuticals, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Rights Agreement (Compass, Inc.), Investors’ Rights Agreement (Urban Compass, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person corporation or entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors of the Company as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Amended and Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Apptio Inc), Investors’ Rights Agreement (Apptio Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, indemnity agreements, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Progyny, Inc.), Investors’ Rights Agreement (Progyny, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the by-laws of the Company’s Bylaws, its Certificate the Articles of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor Rights Agreement (Collegium Pharmaceutical, Inc), Investor Rights Agreement (Collegium Pharmaceutical Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.effect
Appears in 2 contracts
Samples: Rights Agreement (ThredUp Inc.), Rights Agreement (ThredUp Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Affirm Holdings, Inc.), Investors’ Rights Agreement (Affirm Holdings, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, as may be amended and/or restated from time to time, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Oscar Health, Inc.), Investors’ Rights Agreement (Oscar Health, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person any individual, corporation, partnership, trust, limited liability company, association or other entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, indemnity agreements, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Gitlab Inc.), Investors’ Rights Agreement (Gitlab Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board board of Directors directors of the Company as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Rights Agreement, Investors’ Rights Agreement (Unity Biotechnology, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Instil Bio, Inc.), Investors’ Rights Agreement (Instil Bio, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then then, to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Weave Communications, Inc.), Investors’ Rights Agreement (Weave Communications, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person corporation or entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Articles, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Smartsheet Inc), Investors’ Rights Agreement (Smartsheet Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate Articles of IncorporationAssociation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Shareholders Agreement (DouYu International Holdings LTD), Shareholders Agreement (DouYu International Holdings LTD)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, or the Company transfers all of its assets, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s BylawsBy-laws, its Certificate of Incorporation, Indemnification Agreements or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Rubius Therapeutics, Inc.), Investors’ Rights Agreement (Rubius Therapeutics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Amended and Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Xometry, Inc.), Investors’ Rights Agreement (Prometheus Biosciences, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Amended and Restated Bylaws, its Amended and Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (On Deck Capital Inc), Investors’ Rights Agreement (On Deck Capital Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Amended and Restated Bylaws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Gi Dynamics, Inc.), Adoption Agreement (Gi Dynamics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationOperating Agreement, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement, Investors’ Rights Agreement (Deciphera Pharmaceuticals, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Restated Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Finch Therapeutics Group, Inc.), Preferred Stock Purchase Agreement (Finch Therapeutics Group, Inc.)
Successor Indemnification. If the Company Corporation or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company Corporation assume the obligations of the Company Corporation with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationArticles, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Shareholders Agreement (Quotient LTD), Shareholders Agreement (Quotient LTD)
Successor Indemnification. If the Company or any of its successors or assignees (i) consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or mergermerger or (ii) transfers or conveys all or substantially all of its properties and assets to any Person, then then, and in each such case, to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Zafgen, Inc.), Investors’ Rights Agreement (Lumera Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Charter, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (NeuroPace Inc), Investors’ Rights Agreement (NeuroPace Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or mergermerger or the Company or any subsidiary of the Company sells or otherwise transfers all or substantially all of the assets or intellectual property of the Company, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Rights Agreement (Cyteir Therapeutics, Inc.), Investors’ Rights Agreement (Cyteir Therapeutics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationMemorandum and Articles or their corporate governance documents, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Biohaven Pharmaceutical Holding Co Ltd.), Investors’ Rights Agreement (Biohaven Pharmaceutical Holding Co Ltd.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors Managers or Board of Directors, as applicable, as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated LLC Agreement, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Rights Agreement, Investor Rights Agreement (Gigamon LLC)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate the Articles of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor’s Rights Agreement (Adamas One Corp.), Investor Rights Agreement (Akanda Corp.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Restated Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Zendesk, Inc.), Investors’ Rights Agreement (Zendesk, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transactiontransaction (including, without limitation, the requirements of Section 5.9), whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Energy Exploration Technologies, Inc.), Stock Purchase Agreement (Energy Exploration Technologies, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors Managers as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationLLC Agreement, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor Rights Agreement (DiCE MOLECULES HOLDINGS, LLC), Investor Rights Agreement (DiCE MOLECULES HOLDINGS, LLC)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Incorporation or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Wayfair Inc.), Investors’ Rights Agreement (Wayfair Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Restated Certificate, indemnity agreements, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Sprinklr, Inc.), Investors’ Rights Agreement (Sprinklr, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then then, to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its Certificate the Company’s certificate of Incorporationincorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Eargo, Inc.), Investors’ Rights Agreement (Eargo, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationCertificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (M&m Media, Inc.), Investors’ Rights Agreement (M&m Media, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s BylawsBy-laws, its Certificate of IncorporationRestated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (OvaScience, Inc.), Investors’ Rights Agreement (OvaScience, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision provisions shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Immuneering Corp), Investors’ Rights Agreement (Immuneering Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its as amended (the “Bylaws”), the Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Artiva Biotherapeutics, Inc.), Investors’ Rights Agreement (Artiva Biotherapeutics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationCharter, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor Rights Agreement (Applied Genetic Technologies Corp), Investor Rights Agreement (Applied Genetic Technologies Corp)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person or entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its Certificate the Company’s certificate of Incorporationincorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Edgewise Therapeutics, Inc.), Investors’ Rights Agreement (Silverback Therapeutics, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor Rights Agreement (Phunware, Inc.), Investor Rights Agreement (Stellar Acquisition III Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Bye-laws or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Rights Agreement, Investors Rights Agreement (ALPHA & OMEGA SEMICONDUCTOR LTD)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into, or converts into any other Person and is not the continuing or surviving corporation or entity of such consolidation consolidation, or mergermerger or conversion, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investor Agreement (Riedman Corp), Investor Agreement (Phoenix Footwear Group Inc)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s bylaws (the “Bylaws”), its Certificate of Incorporationthe Restated Certificate, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Galecto Inc.), Investors’ Rights Agreement (Galecto Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate Articles of Incorporation, or elsewhere, as the case may be.
Appears in 2 contracts
Samples: Investors’ Rights Agreement (Benefitfocus,Inc.), Investors’ Rights Agreement (Benefitfocus,Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporationthe Articles, or elsewhere, as the case may be.
Appears in 1 contract
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws's By-laws, its Certificate of IncorporationArticles, or elsewhere, as the case may be.
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Samples: Investors' Rights Agreement
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person entity and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of Incorporation, Incorporation or elsewhere, as the case may be.
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Samples: Investors’ Rights Agreement (890 5th Avenue Partners, Inc.)
Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylawsbylaws, its Certificate certificate of Incorporation, incorporation or elsewhere, as the case may be.
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Successor Indemnification. If the Company or any of its successors or assignees consolidates with or merges into any other Person and is not the continuing or surviving corporation or entity of such consolidation or merger, then to the extent necessary, proper provision shall be made so that the successors and assignees of the Company assume the obligations of the Company with respect to indemnification of members of the Board of Directors as in effect immediately before such transaction, whether such obligations are contained in the Company’s Bylaws, its Certificate of IncorporationRestated Articles, or elsewhere, as the case may be. [Reserved].
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