Survival of Registration Rights Sample Clauses

Survival of Registration Rights. The provisions of this Section 10 shall survive any conversion of the Notes and any termination of any other provision of this Agreement or of any of the other Loan Documents.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Survival of Registration Rights. The provisions of this Article XI shall survive any conversion of the Notes and any termination of any other provision of this Agreement or of any of the other Financing Documents.
Sample 1Sample 2
Survival of Registration Rights. Notwithstanding paragraph 2 above, the registration rights and indemnification provisions in Articles V, VI, and VII of the Shareholder Agreement as they relate to Ralcorp shall survive until the later of (i) the 18-month anniversary of this Agreement or (ii) the date upon which a Registration Statement (as defined in the Shareholder Agreement) demanded by Ralcorp prior to the 18-month anniversary of this Agreement is declared effective. Further, clause (ii) of Section 5.1(c) of the Shareholder Agreements shall not be applicable with respect to the registration statement to be filed by the Company registering certain of the shares to be received by certain Apollo distributees in the Distribution. Article VIII of the Shareholder Agreement shall survive termination of the Shareholder Agreement and termination of the aforementioned registration rights.
Sample 1
Survival of Registration Rights. The rights of any holder of Registrable Securities hereunder to request registration or inclusion in any registration pursuant to this Agreement shall terminate on the earlier of (i) [such date as all shares of Registrable Securities held or entitled to be held upon conversion or exercise by Holder shall equal less than 25% of the outstanding Registrable Securities, or (ii) six years from the date hereof.]
Sample 1
Survival of Registration Rights. The rights of the Warrantholders pursuant to Section 9.1 and 9.2 hereof shall survive for three (3) years after the Expiration Date as long as any Registrable Securities remain outstanding.
Sample 1
Survival of Registration Rights. Notwithstanding the surrender of the Warrant by CIT at the Closing, in the event that the initial public offering price in the IPO is less than $14.00 per share and CIT elects not to sell the Warrant Shares in the IPO, then the registration rights provisions contained in Section 4 of the Warrant shall continue to apply to the Warrant Shares and Bayard and CIT shall retain all rights and comply with all obligations provided by such Section 4 with respect to the registration of the Warrant Shares.
Sample 1
Survival of Registration Rights. The provisions of this Section 22 pertaining to a Stockholder's Registration Rights with regard to Registrable Shares shall survive the repayment or redemption in full of any and all Notes, issued and sold pursuant to this Agreement.
Sample 1
AutoNDA by SimpleDocs

Related to Survival of Registration Rights

  • Assignability of Registration Rights Except as provided in Section 8.11, no Party may assign, delegate or otherwise transfer any of its rights or obligations under this Agreement without the written consent of the other Party to this Agreement.

  • Termination of Registration Rights A Holder’s registration rights as to any securities held by such Holder (and its Affiliates, partners, members and former members) shall not be available unless such securities are Registrable Securities.

  • Transferability of Registration Rights The registration rights set forth in this Agreement are transferable to each transferee of Registrable Securities. Each subsequent holder of Registrable Securities must consent in writing to be bound by the terms and conditions of this Agreement in order to acquire the rights granted pursuant to this Agreement.

  • AMENDMENT OF REGISTRATION RIGHTS Any provision of this Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of the Company and Investors who hold a majority in interest of the Registrable Securities. Any amendment or waiver effected in accordance with this Section 10 shall be binding upon each Investor and the Company.

  • Assignment of Registration Rights The rights under this Agreement shall be automatically assignable by the Investors to any transferee of all or any portion of such Investor’s Registrable Securities if: (i) the Investor agrees in writing with the transferee or assignee to assign such rights, and a copy of such agreement is furnished to the Company within a reasonable time after such assignment; (ii) the Company is, within a reasonable time after such transfer or assignment, furnished with written notice of (a) the name and address of such transferee or assignee, and (b) the securities with respect to which such registration rights are being transferred or assigned; (iii) immediately following such transfer or assignment the further disposition of such securities by the transferee or assignee is restricted under the 1933 Act or applicable state securities laws; (iv) at or before the time the Company receives the written notice contemplated by clause (ii) of this sentence the transferee or assignee agrees in writing with the Company to be bound by all of the provisions contained herein; and (v) such transfer shall have been made in accordance with the applicable requirements of the Securities Purchase Agreement.

  • Registration Rights No Person has any right to cause the Company or any Subsidiary to effect the registration under the Securities Act of any securities of the Company or any Subsidiary.

  • Absence of Registration Rights There are no persons with registration rights or other similar rights to have any securities (debt or equity) (A) registered pursuant to the Registration Statement or included in the offering contemplated by this Agreement or (B) otherwise registered by the Fund under the 1933 Act or the 1940 Act. There are no persons with tag-along rights or other similar rights to have any securities (debt or equity) included in the offering contemplated by this Agreement or sold in connection with the sale of Securities by the Fund pursuant to this Agreement.

  • Transfer of Registration Rights (a) A Holder may transfer all or any portion of its rights under this Agreement to any transferee of Registrable Securities that represent (assuming the conversion, exchange or exercise of all Registrable Securities so transferred that are convertible into or exercisable or exchangeable for the Company's Voting Stock) at least 20% of the then issued and outstanding Voting Stock of the Company (each, a "Permitted Transferee"); provided, however, that (i) with respect to any transferee of less than a majority but more than 30% of the then issued and outstanding Voting Stock, the Company shall not be obligated to file a registration statement pursuant to a registration request made by such transferee pursuant to Section 2 hereof on more than two occasions, and (ii) with respect to any transferee of 30% or less of the then issued and outstanding Voting Stock, the Company shall not be obligated to file a registration statement pursuant to a registration request made by such transferee pursuant to Section 2 hereof on more than one occasion. No transfer of registration rights pursuant to this Section shall be effective unless the Company has received written notice from the Holder of an intention to transfer at least 20 days prior to the Holder's entering into a binding agreement to transfer Registrable Securities (10 days in the event of an unsolicited offer). Such notice need not contain proposed terms or name a proposed Permitted Transferee. On or before the time of the transfer, the Company shall receive a written notice stating the name and address of any Permitted Transferee and identifying the number and/or aggregate principal amount of Registrable Securities with respect to which the rights under this Agreement are being transferred and the scope of the rights so transferred. In connection with any such transfer, the term Zapaxx xx used in this Agreement (other than in Section 2(a)(iv)) shall, where appropriate to assign the rights and obligations hereunder to such Permitted Transferee, be deemed to refer to the Permitted Transferee of such Registrable Securities. Zapaxx xxx any Permitted Transferees may exercise the registration rights hereunder in such priority, as among themselves, as they shall agree among themselves, and the Company shall observe any such agreements of which it shall have notice as provided above. (b) After any such transfer, the transferring Holder shall retain its rights under this Agreement with respect to all other Registrable Securities owned by such transferring Holder. (c) Upon the request of the transferring Holder, the Company shall execute an agreement with a Permitted Transferee substantially similar to this Agreement.

  • Registration Rights Granted The Company hereby grants registration rights to the Purchaser pursuant to a Registration Rights Agreement dated as of even date herewith between the Company and the Purchaser.

  • NO ASSIGNMENT OF REGISTRATION RIGHTS The rights under this Agreement shall not be assignable.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!