Examples of Series C Registration Rights Agreement in a sentence
Concurrently with execution of this Agreement, Technest shall issue restricted common stock to the Holders equal in value to the liquidated damages currently due to Holders, as amended hereby, in connection with that certain Registration Rights Agreement, dated February 14, 2005 among Technest and the Holders of the Series C Preferred Stock (the "Series C Registration Rights Agreement").
Sections 2(d) and 3(b) of the Series A/Series B Registration Rights Agreement are hereby amended so that the provisions thereof (which provisions restrict the Company from filing or causing to be filed a registration or effecting any public sale or distribution of its securities) do not apply to any registration or public sale or distribution under the Series C Registration Rights Agreement.
The undersigned hereby agrees to be bound by, and shall be entitled to the rights and benefits of, the terms and provisions of the Series C Registration Rights Agreement.
The Series C Registration Rights Agreement shall be in full force and effect and the Second Closing Shares shall be subject thereto and the Purchaser shall be entitled to the registration rights provided for thereunder with respect to all Conversion Shares issuable upon the conversion of all Shares acquired by the Purchaser from the Company.
This Agreement supersedes all prior agreements and understandings between the parties with respect to such subject matter except that the Series C Registration Rights Agreement shall continue to apply to the Series C Notes as noted herein.
By: /s/ Xxxx Xxxxxx --------------------------------------- Its: CEO -------------------------------------- Signature Page to Series C Registration Rights Agreement STOCKHOLDERS: PERSEUS-XXXXX BIOPHARMACEUTICAL FUND, LP By: Perseus-Xxxxx Partners, LLC, Its General Partner By: SFM Participation, L.P., Its Managing Member By: SFM AH, LLC, Its General Partner By: Xxxxx Private Funds Management LLC, Its Managing Member By: /s/ Xxxxxxx X.
Except for the filings contemplated by the Series C Registration Rights Agreement, or the filing with the Secretary of State of the State of Delaware of the Series C Certificate of Designations, or as described in Sections 4(a) and 4(b), or as disclosed on Schedule 3(d) or as otherwise specified in this Section 3(d), no filing, consent, or authorization is required by the Company, the Board or its stockholders with respect to the Transactions.
Further, the Corporation hereby agrees that it will not enter into any other agreement with respect to the subject matter hereof which grants rights superior to those granted to the Investors herein except for the Amended and Restated Series B/KBH Registration Rights Agreement and the Series C Registration Rights Agreement.
Other than the Series B Stock Purchase Agreement, the Stockholders' Agreement, and the Series C Registration Rights Agreement, each party hereby represents that it is not a party to any other agreement with any other party with respect to the subject matter hereof and that this Agreement contains all of such party's understanding and agreement concerning such subject matter.
The Company shall have executed and delivered to the Purchaser the Series C Registration Rights Agreement for the Shares and the PIK Shares issuable with respect thereto and the Conversion Shares purchased at the Initial Closing.