Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders under Section 5 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under Section 5.
Appears in 7 contracts
Samples: Warrant Purchase Agreement (Positron Corp), Warrant Purchase Agreement (Positron Corp), Warrant Purchase Agreement (Imatron Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities Registrable Securities of a Holder and keep information available granted Holders to a Holder by the Company under Section 5 or Section 6 of this Agreement may be assigned by a Holder to any partner or shareholder of such Holder, to any other Holder, or to a transferee or assignee; provided, that the Company is given written notice by the Holder at the time of or within a reasonable time after said transfer, stating the name and address of said transferee or assignee in connection and identifying the securities with any transfer or assignment of Shares by a Holder provided that: (i) respect to which such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under Section 5registration rights are being assigned.
Appears in 5 contracts
Samples: Registration Rights Agreement (Viscorp, Inc.), Registration Rights Agreement (ZBB Energy Corp), Registration Rights Agreement (Viscorp, Inc.)
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Holders Purchasers under Section 5 Sections 1 and 2 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Shares Registrable Securities by a Holder Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws laws, and (ii) such assignee or transferee becomes a party to this Agreement and assumes all acquires at least 5,000 shares of the obligations of the transferring Holder under Section 5Registrable Securities (appropriately adjusted for Recapitalizations).
Appears in 4 contracts
Samples: Subscription and Stock Purchase Agreement (Jetfax Inc), Subscription and Stock Purchase Agreement (Jetfax Inc), Subscription and Stock Purchase Agreement (Jetfax Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders under Section 5 1.5 may be assigned to a transferee or assignee reasonably acceptable to the Company which acquires at least 100,000 shares of Registrable Securities in connection with any transfer or assignment of Shares Registrable Securities by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under Section 5Holders.
Appears in 4 contracts
Samples: License Agreement (Supergen Inc), License Agreement (Supergen Inc), Registration Rights Agreement (Superconductor Technologies Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders under Section 5 Sections 1.5 and 1.6 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Shares Registrable Securities by a Holder the Holder, provided that: that (ia) such transfer may otherwise be effected in accordance with applicable securities laws and Section 1.3 and 1.4, and (iib) such assignee or transferee becomes a party to this Agreement and assumes all acquires at least 100,000 shares of the obligations of the transferring Holder under Section 5Registrable Securities.
Appears in 3 contracts
Samples: Stockholders Agreement (Hillman Co), Stockholder Rights Agreement (Superconductor Technologies Inc), Stockholder Rights Agreement (Superconductor Technologies Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted to Holders under Section 5 Sections 5, 6, and 7 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares Registrable Securities by a Holder of not less than 100,000 shares of Registrable Securities (subject to the limitations of Section 3), or to any transferee or assignee who is an affiliate or a constituent partner of a Holder or the estate of such constituent partner, provided that: (i) that such transfer may otherwise be effected in accordance with applicable securities laws laws, and (ii) notice of such assignee or transferee becomes a party transfer is provided promptly to this Agreement and assumes all of the obligations of the transferring Holder under Section 5Company.
Appears in 2 contracts
Samples: Registration Rights Agreement (Acorda Therapeutics Inc), Registration Rights Agreement (Acorda Therapeutics Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders under to the Holder by the Company pursuant to Section 5 may be transferred or assigned by the Holder to a transferee or assignee in connection with any Permitted Transferee who acquires no less than 500,000 shares of Registrable Securities, provided, that, such transfer or assignment is in compliance with the terms of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all the Company is provided with prior written notice of the obligations of the transferring Holder under Section 5securities with respect to which such registration rights are being transferred or assigned.
Appears in 2 contracts
Samples: Registration Rights Agreement (NPS Pharmaceuticals Inc), Registration Rights Agreement (Enzon Pharmaceuticals Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted to the Holders under Section 5 Sections 5.1 and 5.2 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares 100,000 or more shares of Registrable Securities by a the Holder provided that: (i) that such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under Section 5laws.
Appears in 2 contracts
Samples: Investor Rights Agreement (Welch Allyn Inc), Investor Rights Agreement (Mobinetix Systems Inc)
Transfer of Registration Rights. The rights to cause in connection with the Company to register Company's registration of securities granted to Holders under Section 5 1.5 may only be assigned to a transferee or assignee in connection with any transfer or assignment of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and an affiliate or wholly owned subsidiary of the Holder; (ii) such assignee an acquiror of at least 100,000 Registrable Securities; or transferee becomes a party to this Agreement and assumes (iii) an acquiror of all of the obligations Holder's Shares; provided that written notice of such assignment is given to the transferring Holder under Company and such assignee agrees to be bound by the provisions of this Section 51.
Appears in 2 contracts
Samples: Registration Rights Agreement (3do Co), Registration Rights Agreement (3do Co)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders under Section pursuant to this Article 5 may be assigned to a transferee or assignee of Registrable Securities; provided, that, the transferee or assignee agrees in connection with any transfer or assignment writing to be bound by the provisions of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of pursuant to the obligations of the transferring Holder under Section 5Transferee Agreement.
Appears in 2 contracts
Samples: Shareholder Agreement, Shareholders Agreement (Xinyuan Real Estate Co LTD)
Transfer of Registration Rights. The rights to cause the Company to register securities granted the Holders under Section 5 this paragraph 4 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the underlying Restricted Stock, provided that the Company is given written notice at the time of, or within a reasonable time after, said transfer, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being assigned and provided further that the transferee or assignee of such rights expressly assumes the obligations of the transferring Holder under Section 5herein provided.
Appears in 2 contracts
Samples: Subordinated Convertible Debenture (Am Communications Inc), Subordinated Convertible Debenture (Am Communications Inc)
Transfer of Registration Rights. The rights of the Investor to cause the Company to register securities and keep information available and related rights, granted Holders to the Investor by the Company under this Section 5 4 may be assigned to a transferee or assignee in connection with any transfer who is a partner, member, stockholder or assignment of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all affiliate of the Investor; provided that the transferee or assignee of such rights has agreed in writing to comply with the obligations of the transferring Holder under Section 5this Agreement.
Appears in 2 contracts
Samples: Investor Rights Agreement (NTN Communications Inc), Investor Rights Agreement (NTN Communications Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders Investors under Section 5 5, Section 6, and Section 7 may be assigned to a transferee or assignee in connection with who is (a) a member of any transfer Investor that is a limited liability company or assignment any affiliate of Shares by a Holder an Investor, or (b) any trust that holds such Registrable Securities for the benefit of such Investor; provided that: that (ia) such transfer may otherwise be effected in accordance with applicable securities laws laws, (b) written notice of such assignment is given to the Company and (iic) such assignee or the transferee becomes a party agrees to be bound by the terms of this Agreement and assumes all of the obligations of the transferring Holder under Section 5Agreement.
Appears in 1 contract
Samples: Registration Rights Agreement (Safeguard Scientifics Inc Et Al)
Transfer of Registration Rights. The rights to cause the Company to register securities Registrable Securities of a Holder and keep information available granted Holders to a Holder by the Company under Section 5 may be assigned by a Holder to any partner or shareholder of such Holder, to any other Holder, or to a transferee or assignee; provided, that the Company is given written notice by the Holder at the time of or within a reasonable time after said transfer, stating the name and address of said transferee or assignee in connection and identifying the securities with any transfer or assignment of Shares by a Holder provided that: (i) respect to which such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under Section 5registration rights are being assigned.
Appears in 1 contract
Transfer of Registration Rights. The A Holder's rights to cause the Company to register their securities and keep information available, granted Holders to them by the Company under this Section 5 5, may be assigned to a transferee or assignee in connection who also receives all shares of Registrable Securities then held by the Holder; provided that the Company is given written notice by such Holder at the time of or within a reasonable time after said transfer, stating the name and address of said transferee or assignee and identifying the securities with any transfer or assignment of Shares by a Holder provided that: (i) respect to which such transfer may otherwise be effected in accordance registration rights are being assigned, and such transferee has agreed to comply with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under this Section 5.
Appears in 1 contract
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders the Purchaser under Section 5 8 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares by a Holder the Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder Purchaser under Section 58.
Appears in 1 contract
Transfer of Registration Rights. The rights contained in this Article 5 to cause the Company to register securities granted Holders under Section 5 the offer and sale of the Registrable Securities, may be assigned or otherwise conveyed by a Holder only pursuant to a transferee or assignee and in connection with any transfer or assignment of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder Transfer permitted under Section 5Article 3 hereof.
Appears in 1 contract
Samples: Investor Rights and Restrictions Agreement (Greenbrier Companies Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders the Purchaser under Section 5 7 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares by a Holder the Purchaser provided that: (ithat:(i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder Purchaser under Section 57.
Appears in 1 contract
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- register securities granted Holders Stockholders under Section 5 Sections 5.1, 5.2 and 5.3 may be assigned to a any permitted transferee or assignee of Registrable Securities in connection with any transfer or assignment of Shares Registrable Securities by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under Section 5Stockholders.
Appears in 1 contract
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders Holder under Section 5 Sections 2.5, 2.6 and 2.7 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares Registrable Securities by a Holder the Holder, provided that: , (i) such transfer may otherwise be effected in accordance with applicable securities laws laws, (ii) the Company is given prompt notice of the transfer, and (iiiii) such assignee or transferee becomes a party agrees to be bound by the terms of this Agreement and assumes all of the obligations of the transferring Holder under Section 5Agreement.
Appears in 1 contract
Samples: Members Agreement (Sungy Mobile LTD)
Transfer of Registration Rights. The A Holder's rights to cause the Company Corporation to register their securities and keep information available, granted Holders to them by the Corporation under this Section 5 5, may be assigned to a transferee or assignee in connection who also receives all shares of Registrable Securities then held by the Holder; provided that the Corporation is given written notice by such Holder at the time of or within a reasonable time after said transfer, stating the name and address of said transferee or assignee and identifying the securities with any transfer or assignment of Shares by a Holder provided that: (i) respect to which such transfer may otherwise be effected in accordance registration rights are being assigned, and such transferee has agreed to comply with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations of the transferring Holder under this Section 5.
Appears in 1 contract
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders to an Investor under this Section 5 4 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares by a Holder provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws and (ii) such assignee or transferee becomes a party to this Agreement and assumes all of the obligations investor (or a subsequent transferee) pursuant to the terms hereof provided that notice of such assignment is given to the transferring Holder under Section 5Company.
Appears in 1 contract
Samples: Unitholders Agreement (Peapod Inc)
Transfer of Registration Rights. The rights to cause the Company to register securities granted Holders under Section Sections 5 and 6 may be assigned to a transferee or assignee in connection with any transfer or assignment of Shares Registrable Securities by a Holder of not less than 25,000 shares of Registrable Securities (subject to the limitations of Section 3), or to any transferee or assignee who is a constituent partner of a Holder or the estate of such constituent partner, provided that: (i) that such transfer may otherwise be effected in accordance with applicable securities laws laws, and (ii) notice of such assignee or transferee becomes a party transfer is provided promptly to this Agreement and assumes all of the obligations of the transferring Holder under Section 5Company.
Appears in 1 contract
Samples: Registration Rights Agreement (Patient Infosystems Inc)