Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Purchasers, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entity, from and after the effective time of such transaction, such person or entity shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers after giving effect to such transaction.
Appears in 3 contracts
Sources: Registration Rights Agreement (True Drinks Holdings, Inc.), Registration Rights Agreement (True Drinks Holdings, Inc.), Registration Rights Agreement (True Drinks Holdings, Inc.)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required PurchasersInvestors, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is Purchased ADSs (or the Underlying Securities) are converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Investors in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 3 contracts
Sources: Registration Rights Agreement (Amryt Pharma PLC), Registration Rights Agreement (Summit Therapeutics PLC), Securities Purchase Agreement (Summit Therapeutics PLC)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Purchasers, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunderhereunder (and shall have acknowledged such assumption in writing), the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers after giving effect to such transaction.
Appears in 2 contracts
Sources: Registration Rights Agreement (Imageware Systems Inc), Registration Rights Agreement (Imageware Systems Inc)
Assignments and Transfers by the Company. This Except in connection with a Reorganization (as defined below), this Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required PurchasersInvestors existing at the time of such assignment, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entityPerson (each, a “Reorganization”), from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Investors in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 2 contracts
Sources: Registration Rights Agreement (Enova Systems Inc), Registration Rights Agreement (Enova Systems Inc)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required PurchasersInvestors, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is Securities (or the Private Placement Shares and Redesignated Shares) are converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Investors in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 2 contracts
Sources: Registration Rights Agreement (Novo Holdings a/S), Registration Rights Agreement (Verona Pharma PLC)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of Investors holding a majority of the Required PurchasersRegistrable Securities, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is Ordinary Shares are converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Investors in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 1 contract
Sources: Registration Rights Agreement (MeiraGTx Holdings PLC)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required PurchasersMembers, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunderhereunder (and shall have acknowledged such assumption in writing), the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Members in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Members after giving effect to such transaction.
Appears in 1 contract
Sources: Registration Rights Agreement (True Drinks Holdings, Inc.)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required PurchasersInvestors, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transactiontransaction and without any action required on the part of any other Person, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Investors in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 1 contract
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required Purchasers, Holders; provided, however, that no consent of the Required Holders shall be required in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is Shares are converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, and such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, in which case the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Holders in connection with such transaction unless such securities are otherwise freely tradable by the Purchasers Holders after giving effect to such transaction.
Appears in 1 contract
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of each of the Required Purchasers, Investors; provided, however, that the Company may assign this Agreement in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entityPerson and, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received by the Purchasers Investors in connection with such transaction unless the resales of such securities are registered under the Securities Act and the securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 1 contract
Sources: Registration Rights Agreement (Institutional Financial Markets, Inc.)
Assignments and Transfers by the Company. This Agreement may not be assigned by the Company (whether by operation of law or otherwise) without the prior written consent of the Required PurchasersLender, provided, however, that in the event that the Company is a party to a merger, consolidation, share exchange or similar business combination transaction in which the Common Stock is converted into the equity securities of another person or entityPerson, from and after the effective time of such transaction, such person or entity Person shall, by virtue of such transaction, be deemed to have assumed the obligations of the Company hereunder, the term “Company” shall be deemed to refer to such person or entity Person and the term “Registrable Securities” shall be deemed to include the securities received or to be received by the Purchasers Investors in connection with such transaction (as though the Note and the Warrants had been converted into shares of Common Stock immediately prior to such transaction) unless such securities are otherwise freely tradable by the Purchasers Investors after giving effect to such transaction.
Appears in 1 contract
Sources: Registration Rights Agreement (GRANDPARENTS.COM, Inc.)