Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers under 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 Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations).
Appears in 4 contracts
Samples: Jetfax Inc, Jetfax Inc, Jetfax Inc
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers Holders under Sections 1 1.5 and 2 1.6 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser the Holder, provided that: that (ia) such transfer may otherwise be effected in accordance with applicable securities lawslaws and Section 1.3 and 1.4, and (iib) such assignee or transferee acquires at least 5,000 100,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)Securities.
Appears in 3 contracts
Samples: Stockholder Rights Agreement (Superconductor Technologies Inc), Stockholder Rights Agreement (Hillman Co), Stockholder Rights Agreement (Superconductor Technologies Inc)
Transfer of Registration Rights. The rights to cause the ------------------------------- Company ------------------------------- to register securities granted Purchasers Holders under Sections 1 2.2, 2.3 and 2 2.4 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser Holder, or to any transferee or assignee that is a commonly managed fund of a Holder, a partner of a Holder (without restriction as to minimum stockholdings) or the estate of such partner, provided that: that (ia) the Company is given prior written notice of such transfer, (b) such transfer may is otherwise be effected in accordance with applicable securities laws, law and (iic) such the transferree or assignee or transferee acquires receives at least 5,000 250,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)in such transfer.
Appears in 2 contracts
Samples: Stockholder Rights Agreement (Kyphon Inc), Stockholder Rights Agreement (Kyphon Inc)
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers Holders under Sections 1 3.5, 3.6 and 2 3.7 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 Registrable Securities by a Purchaser provided that: the Purchasers or the Common Shareholders (i) such transfer as the case may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizationsbe).
Appears in 2 contracts
Samples: Shareholders Rights Agreement (Talk City Inc), Shareholders Rights Agreement (Talk City Inc)
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers purchasers under Sections 1 and Section 2 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser Shareholder provided that: (i) that the Company is first given notice of the transfer or assignment and such transfer may otherwise be effected in accordance with applicable securities laws. Notwithstanding the foregoing, and the rights to cause the Company to register securities may be assigned to any constituent partner (iior member in the case of a Shareholder that is a limited liability company) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)a Shareholder.
Appears in 2 contracts
Samples: Registration Rights Agreement (Herman Stephen C), Registration Rights Agreement (Ebiz Enterprises Inc)
Transfer of Registration Rights. The rights rights, contained in Section 12(b) hereof, to cause the Company ------------------------------- to register securities granted Purchasers under Sections 1 and 2 the Registrable Securities, may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser provided that: otherwise conveyed (i) such by the Participant pursuant to a permitted transfer may otherwise be effected in accordance with applicable securities lawspursuant to this Agreement, and (ii) such assignee by the Participant in a transaction not involving a change in beneficial ownership or transferee acquires at least 5,000 shares which involves a transfer of a significant portion of the Participant's Registrable Securities (appropriately adjusted for Recapitalizations).Securities
Appears in 1 contract
Samples: Option Agreement (Blackbaud Inc)
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers Purchaser under Sections 1 paragraphs 9.1, 9.2 and 2 9.3 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizationsrecapitalizations).
Appears in 1 contract
Samples: Series E Preferred Stock Purchase Agreement (Jetfax Inc)
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers by the Company under Sections 1 8.4 and 2 8.5 may be assigned by any Purchaser to a transferee any of its limited partners or assignee reasonably acceptable to the Company in connection with spouse of any transfer or assignment Purchaser, without regard to the amount of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities lawstransferred, and (ii) to any other transferees or assignees of such assignee or transferee acquires stock acquiring at least 5,000 shares 50% of the Registrable Securities (appropriately adjusted for Recapitalizations)shares held by the Purchaser, provided that the Company is given written notice at the time of or within a reasonable time after any said transfer, stating the name and address of said transferees or assignees and identifying the securities with respect to which such registration rights are being assigned, and provided further that the transferees or assignees of such rights assume the obligations of the Purchaser(s) under this section 8.
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Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted the Purchasers under Sections 1 SECTION 3.1, 3.2 and 2 3.5 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any the transfer or assignment of the Registrable Securities by a Purchaser provided that: Securities, PROVIDED, THAT, (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) the Company is given reasonably prompt written notice of such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)assignment.
Appears in 1 contract
Samples: Shareholders' Agreement (Dobson Communications Corp)
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities Registrable Securities granted Purchasers the Investors under Sections 1 1.5 and 2 1.6 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of at least 30,000 shares of Registrable Securities by a Purchaser an Investor; provided that: that (ia) such transfer may otherwise be effected in accordance with -------- applicable securities laws, (b) notice of such assignment is given to the Company and (iic) such assignee or transferee acquires at least 5,000 shares transfer is pursuant to a written agreement acknowledged by the Company which acknowledgment shall not be withheld if the transfer provisions of the Registrable Securities (appropriately adjusted for Recapitalizations)this Agreement are met.
Appears in 1 contract
Samples: Securities Purchase Agreement (Notify Technology Corp)
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers to Investor under Sections 1 and 2 2.1 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities Shares by a Purchaser Investor provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such transferee or assignee or transferee acquires at least 5,000 shares of agrees to be bound by the Registrable Securities (appropriately adjusted for Recapitalizations)provisions hereof.
Appears in 1 contract
Samples: Common Stock Registration Rights Agreement (Sagent Technology Inc)
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers under Sections 1 6.1, 6.2 and 2 6.3 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations).
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Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers under Sections 1 2.2, 2.3 and 2 2.10 may be assigned to a transferee or assignee reasonably acceptable to otherwise conveyed by any Holder; provided, that the Company in connection with is given written notice by such transferee at the time of or within a reasonable time after said transfer, stating the name and address of said transferee and said transferee's agreement to be bound by the provisions of Section 2 of this agreement. Each Purchaser will cause any transfer proposed transferee of the Shares (or assignment of Registrable Securities the Common Stock into which the Shares are convertible) held by a Purchaser provided that: (i) to agree to -take and hold such transfer may otherwise be effected securities subject to the provisions and upon the conditions specified in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)this Section 2.
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Transfer of Registration Rights. The Holders' rights to cause the Company ------------------------------- to --------------------------------- register their securities and keep information available, granted Purchasers to them by the Company under Sections 1 subsections 1.2, 1.3, 1.4 and 2 1.9, may be assigned (but only with all related obligations) to a transferee or assignee reasonably acceptable to assignee; provided, however, that the Company in connection 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 Registrable Securities by a Purchaser provided that: (i) respect to which such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)registration rights are being assigned.
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Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers Investors under Sections 1 1.5, 1.6 and 2 1.7 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser an Investor (together with any affiliate); provided that: that (ia) such transfer may otherwise be effected in accordance with applicable securities laws, (b) written notice of such assignment is given to the Company and (iic) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities to be assigned or transferred represent at least one percent (appropriately adjusted for Recapitalizations)1%) of the outstanding capital stock of the Company on the date of transfer.
Appears in 1 contract
Samples: Investor Rights Agreement (Sandbox Entertainment Corp)
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers Holder under Sections 1 2.5, 2.6 and 2 2.7 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser the Holder, provided that: , (i) such transfer may otherwise be effected in accordance with applicable securities laws, (ii) the Company is given prompt notice of the transfer, and (iiiii) such assignee or transferee acquires at least 5,000 shares agrees to be bound by the terms of the Registrable Securities (appropriately adjusted for Recapitalizations)this Agreement.
Appears in 1 contract
Samples: Members Agreement (Sungy Mobile LTD)
Transfer of Registration Rights. The Holders' rights to cause the ------------------------------- Company ------------------------------- to register their securities and keep information available, granted Purchasers to them by the Company under Sections 1 1.2, 1.3, 1.4 and 2 1.10, may be assigned to a transferee or assignee reasonably acceptable of not less than 50,000 shares of a Holder's Registrable Securities not sold to the public, provided that the Company in connection 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 Registrable Securities by a Purchaser provided that: (i) respect to which such transfer may otherwise be effected in accordance with applicable securities lawsregistration rights are being assigned, and (ii) such assignee or transferee acquires at least 5,000 shares has agreed to comply with the obligations of the Registrable Securities (appropriately adjusted for Recapitalizations)this Section 1.
Appears in 1 contract
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers Holders under Sections 1 2.5, 2.6 and 2 2.7 may be assigned to a transferee or assignee reasonably acceptable to the Company which acquires at least 50,000 shares (appropriately adjusted for any Recapitalization) of Registrable Securities in connection with any transfer or assignment of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)Holders.
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Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers under Sections 1 1.1, 1.2 and 2 1.3 may be assigned to a any permitted transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)Securities.
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Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers Holders under Sections 1 2.1 and 2 2.2 may not be assigned to a transferee or assignee reasonably acceptable to except with the prior written consent of the Company in connection with any and no such transfer or assignment will be effective unless the transferee or assignee agrees in writing to be bound by the provisions of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)this Agreement.
Appears in 1 contract
Samples: Corporation Registration Rights Agreement (Ade Corp)
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers the Purchaser under Sections 1 and 2 Section 7 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities Shares by a the Purchaser provided that: (ithat:(i) such transfer may otherwise be effected in accordance with applicable securities laws, laws and (ii) such assignee or transferee acquires at least 5,000 shares becomes a party to this Agreement and assumes all of the Registrable Securities (appropriately adjusted for Recapitalizations)obligations of the transferring Purchaser under Section 7.
Appears in 1 contract
Samples: 142 Warrant Purchase Agreement (Finet Holdings Corp)
Transfer of Registration Rights. The rights to cause the Company to ------------------------------- to register securities granted Purchasers under 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 Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations).
Appears in 1 contract
Samples: Jetfax Inc
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers Holders under Sections 1 and 2 paragraph 1.2 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any transfer or assignment of Registrable Securities by a Purchaser provided that: (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) such assignee or transferee acquires at least 5,000 50,000 shares of Class A Common Stock. Notwithstanding the Registrable Securities foregoing, the rights to cause the Company to register securities may be assigned to any constituent partner of a Holder, without compliance with item (appropriately adjusted for Recapitalizations)ii) above, provided written notice thereof is promptly given to the Company.
Appears in 1 contract
Transfer of Registration Rights. The rights to cause the Company ------------------------------- to register securities granted Purchasers Holders under Sections 1 and 2 4.2 or 4.3 may be assigned to a transferee or assignee reasonably acceptable to the Company in connection with any the transfer or assignment of at least 100 shares of Registrable Securities by a Purchaser (as appropriately adjusted for any stock splits, consolidations or the like), provided that: that (i) such transfer may otherwise be effected in accordance with applicable securities laws, and (ii) the Company is given reasonably promptly written notice of such assignee or transferee acquires at least 5,000 shares of the Registrable Securities (appropriately adjusted for Recapitalizations)assignment.
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