Syndication Rights. During the term of this Agreement, OMCMLS authorizes the Company through its Consultant to syndicate to third party listing aggregators, including, but not limited to, the Zillow Group, Xxxx.xxx (Xxxxxxx.xxx) and Xxxxx.xxx, a subset of the IDX Data consisting solely of IDX Data relating to properties listed with the Company, and excluding any IDX Data relating to properties listed with other OMCMLS Participants or Subscribers.

Syndication Rights. During the Takedown Period, Lender shall use best efforts to identify and obtain additional sources of funding in the amount of an additional $5,000,000 for Borrower, the terms of which funding shall be acceptable to Borrower. In furtherance thereof, Lender will obtain Borrower’s authorization prior to approaching potential participants and will require that the prospective participants execute a Non-Disclosure Agreement (“NDA”) that is mutually acceptable to Borrower and such participant. Upon receipt of the signed NDA and the required Borrower authorization, Lender may disclose to such prospective purchaser(s), but only on a confidential basis, information relative to Borrower or this transaction that has been obtained by Lender. Upon receipt of formal credit approval from a participant or participants, Lender will assist in documenting all syndications and facilitate the disbursements of funds to Borrower. For any such syndicated amounts advanced to Borrower, Lender shall be entitled to a $50,000 Syndication Fee, which shall be earned and payable pro-rata with each funding of such syndicated amounts. For the period beginning November 12, 2003 and ending December 31, 2005 (the “First Refusal Period”), Borrower hereby agrees that Lender has and shall provide Lender with a right of first refusal with respect to additional financing of Goods and/or Equipment. During the First Refusal Period, in the event Borrower seeks to obtain additional financing, Borrower shall provide Lender with no less than thirty (30) days prior written notice, and upon receipt of said notice, Lender shall have fifteen (15) days to deliver Lender’s written acceptance (“Exercise”) of such commercially reasonable terms to Borrower. In the event Lender does not Exercise its right of first refusal, Borrower may proceed to obtain alternate additional financing on terms substantially similar to those presented to Lender, and any lien(s) arising therein shall be a Permitted Lien hereunder. Notwithstanding anything to the contrary herein, Borrower may grant a first security interest on Goods and/or Equipment, specific to the Goods and/or Equipment financed thereby and proceeds thereof, for which Lender has not Exercised Lender’s right of first refusal.

Syndication Rights. (a) If Whitney V or Golden Gate Fund shall desire within 12 months of the date hereof to effect a Disposition of Shares (“SYNDICATED SHARES”) and shall receive a purchase offer therefor or the terms of a potential purchase offer therefor from a Bona Fide Purchaser (such offers being hereinafter referred to as a “SYNDICATION OFFER”), then such selling Shareholder (the “SELLING FUND”) shall promptly notify (“SYNDICATION Notice”) the Eligible Fund (as defined below) of the terms and conditions of such Syndication Offer. No shares shall be disposed of pursuant to this Section 4 to the extent clause (ii)of Section 3(a) is applicable to such Disposition. For purposes of this Section 4: (i) “

Syndication Rights. A Holder shall not be entitled to transfer the Warrants owned by it, its rights under this Agreement and shares of TRC Common Stock (or other Exercise Proceeds) acquired on exercise of any Warrants, in whole or in part, to any other Person or Persons without the prior consent of the Corporation, such consent not to be unreasonably withheld. Notwithstanding the foregoing, a Holder may, without the prior consent of the Corporation, transfer the Warrants owned by it, and its rights under this Agreement, in whole or in part, to its Affiliates and to any other Person or Persons that are or become a party to the Loan Agreement as a lender (provided that such Person or Persons also become party to this Agreement). In the event of such a transfer, the transferee (the “Assignee Holder”) shall, without further act or formality upon such assignment and notice thereof by the Holder to the Corporation and upon the Assignee Holder signing an instrument satisfactory to the Corporation, acting reasonably, in which the Assignee Holder agrees to be bound by the obligations of the Holder hereunder, be a Holder for the purposes hereof and have the same rights and obligations hereunder as if it were an original signatory hereto. Upon request by the Assignee Holder to the Corporation and delivery by the Holder of the Warrant Certificates to be replaced (or affidavit of loss and an appropriate indemnity in respect thereof), the Corporation shall issue to the Assignee Holder replacement Warrant Certificate(s) entitling the Assignee Holder to purchase the number of shares of TRC Common Stock to which it is entitled and as are purchasable under the Warrant Certificate or Warrant Certificates so exchanged, and to the extent the Holder has not transferred all its Warrants, a Warrant Certificate to the Holder for such reduced number of Warrants as the Holder retains. Any assignment pursuant to this Section 7.2 shall be made in compliance with all applicable securities laws.

Syndication Rights. Beatnik grants MTVi a royalty free, non-exclusive, worldwide license during the Term to syndicate any Beatnik-owned features appearing on the Co-Branded Pages, including, without limitation, any Beatnik Content and Beatnik Technology; each syndication to be approved by Beatnik in writing. With respect to audience measurement, any such syndicated or sublicensed features from the Co-Branded Pages shall be attributed to both Beatnik and MTVi and both Beatnik and MTVi shall represent the same to any third party, subject to the mutual approval of the specific form of such attribution. If in any case a third party audience measurement firm requires that attribution be assigned to either MTVi or Beatnik but not both, then such attribution shall be assigned to MTVi.

Syndication Rights. Section 42.01. Promptly upon request by Landlord, Tenant will execute any amendments to the Lease and any additional documents provided by Landlord and deemed necessary by Landlord to facilitate a sale or syndication of all or part of the Demised Premises, provided such amendment to the Lease or additional documents will not cause Tenant in its reasonable judgment to incur any additional financial burden beyond that which is provided herein, except as to certain Impositions as are specifically provided for below and provided such amendment or additional document will not in Tenant's reasonable judgment materially or adversely increase Tenant's obligations or decrease Tenant's rights hereunder.

Related to Syndication Rights

Participation Rights No HIG Stockholder may make a Transfer of Series C Preferred Stock pursuant to clause (a)(iv) of Section 2.1 unless such HIG Stockholder complies with the provisions of this Section 2.3. The transferring HIG Stockholder (the “Transferring Stockholder”) shall deliver a written notice (the “Offer Notice”) to the Company and to each Sankaty Stockholder that holds Series C Preferred Stock. The Offer Notice will disclose in reasonable detail the proposed number of shares of Series C Preferred Stock to be transferred, the proposed price, terms and conditions of the Transfer and the identity of the transferee. Each of the Sankaty Stockholders holding Series C Preferred Stock may elect to participate in the contemplated sale by delivering written notice to the Transferring Stockholder within 10 days after receipt of the Offer Notice. If any of such Sankaty Stockholders elects to participate in such sale (the “Participating Stockholders”), each of the Transferring Stockholder and the Participating Stockholders will be entitled to sell in the contemplated sale a number of shares of Preferred Stock equal to the product of (i) the fraction, the numerator of which is the number of shares of Series C Preferred Stock held by such Person, and the denominator of which is the aggregate number of Series C Preferred Stock owned by the Transferring Stockholder and the Participating Stockholders, multiplied by (ii) the number of shares of Series C Preferred Stock to be sold by the Transferring Stockholder and the Participating Stockholders in the contemplated sale. As a condition to any Transfer by the Transferring Stockholder, the Transferring Stockholder must obtain the agreement of the prospective transferee(s) to the participation of all Participating Stockholders in any contemplated sale and will not transfer any of its Securities to the prospective transferee(s) if the prospective transferee(s) declines to allow the participation of the Participating Stockholders on the terms specified herein.
Publication Rights 1. Where the Grantee exclusively develops books, films, or other such copyrightable materials through activities supported by this agreement, the Grantee may copyright those materials. The materials that the Grantee copyrights cannot include service recipient information or personal identification data. Grantee grants the Department a royalty- free, non-exclusive and irrevocable license to reproduce, publish and use such materials copyrighted by the Grantee and authorizes others to reproduce and use such materials.
Registration Rights; Rights of Participation Except as set forth on Schedule 6(b) to the Registration Rights Agreement, 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. Except as set forth on Schedule 6(b) to the Registration Rights Agreement, no Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Transaction Documents.
Registration Rights to Others If the Company shall at any time hereafter provide to any holder of any securities of the Company rights with respect to the registration of such securities under the Securities Act, such rights shall not be in conflict with or adversely affect any of the rights provided to the Holders in, or conflict (in a manner that adversely affects Holders) with any other provisions included in, this Agreement.
Information Rights So long as the Holder holds this Warrant and/or any of the Shares, the Company shall deliver to the Holder (a) promptly after mailing, copies of all notices or other written communications to the shareholders of the Company, (b) within ninety (90) days after the end of each fiscal year of the Company, the annual audited financial statements of the Company certified by independent public accountants of recognized standing and (c) within forty-five (45) days after the end of each of the first three quarters of each fiscal year, the Company's quarterly, unaudited financial statements.
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.
Visitation Rights At any reasonable time and from time to time, permit the Agent or any of the Lenders or any agents or representatives thereof, to examine and make copies of and abstracts from the records and books of account of, and visit the properties of, the Borrower and any of its Significant Subsidiaries, and to discuss the affairs, finances and accounts of the Borrower and any of its Significant Subsidiaries with any of their officers or directors and with their independent certified public accountants.
AMENDMENT OF REGISTRATION RIGHTS Provisions 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 by a written agreement between the Company and the Investor. Any amendment or waiver effected in accordance with this Section 9 shall be binding upon the Investor and the Company. No consideration shall be offered or paid to any Person to amend or consent to a waiver or modification of any provision of any of this Agreement unless the same consideration also is offered to all of the parties to this Agreement.
Subordination Rights Not Impaired by Acts or Omissions of Subsidiary Guarantors or Holders of Guarantor Senior Indebtedness. No right of any present or future holders of any Guarantor Senior Indebtedness of a Subsidiary Guarantor to enforce subordination as provided herein shall at any time in any way be prejudiced or impaired by any act or failure to act on the part of such Subsidiary Guarantor or by any act or failure to act by any such holder, or by any noncompliance by such Subsidiary Guarantor with the terms of this Indenture, regardless of any knowledge thereof which any such holder may have or be otherwise charged with. Without in any way limiting the generality of the preceding paragraph of this Section, the holders of Guarantor Senior Indebtedness may, at any time and from time to time, without the consent of or notice to the Trustee or the Holders of the Securities, without incurring responsibility to the Holders of the Securities and without impairing or releasing the subordination or other benefits provided in this Article, or the obligations hereunder of the Holders of the Securities to the holders of Guarantor Senior Indebtedness, do any one or more of the following: (a) change the manner, place or terms of payment or extend the time of payment of, or renew, exchange, amend, increase or alter, Guarantor Senior Indebtedness or the term of any instrument evidencing the same or any agreement under which Guarantor Senior Indebtedness is outstanding or any liability of any obligor thereon (unless such change, extension or alteration results in such Indebtedness no longer being Guarantor Senior Indebtedness as defined in this Indenture); (b) sell, exchange, release or otherwise deal with any Property pledged, mortgaged or otherwise securing Guarantor Senior Indebtedness; (c) settle or compromise any Guarantor Senior Indebtedness or any liability of any obligor thereon or release any Person liable in any manner for the collection of Guarantor Senior Indebtedness; and (d) exercise or refrain from exercising any rights against the Company and any other Person.
Special Provisions Relating to the Holders of Incentive Distribution Rights Notwithstanding anything to the contrary set forth in this Agreement, the holders of the Incentive Distribution Rights (a) shall (i) possess the rights and obligations provided in this Agreement with respect to a Limited Partner pursuant to Articles III and VII and (ii) have a Capital Account as a Partner pursuant to Section 5.5 and all other provisions related thereto and (b) shall not (i) be entitled to vote on any matters requiring the approval or vote of the holders of Outstanding Units, (ii) be entitled to any distributions other than as provided in Sections 6.4(a)(v), (vi) and (vii), 6.4(b)(iii), (iv) and (v), and 12.4 or (iii) be allocated items of income, gain, loss or deduction other than as specified in this Article VI.

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