Failure to Exercise. To the extent an Offer pursuant to Section 3.1 is not accepted by the other Investors, the Transferor may, for a period of ninety (90) days thereafter, transfer the unaccepted securities, or any of them, upon terms no more favorable than specified in such offer, to any Person or Persons; provided that such Person or Persons agrees in writing with the Company and the Investors, prior to and as a condition precedent to such Transfer, to be bound by all of the provisions of this Agreement.
Appears in 3 contracts
Sources: Investors’ Rights Agreement, Investors’ Rights Agreement (Tandem Diabetes Care Inc), Investors’ Rights Agreement (Tandem Diabetes Care Inc)
Failure to Exercise. To the extent an Offer offer pursuant to Section 3.1 is not accepted by the other Investors, the Transferor may, for a period of ninety (90) days thereafter, transfer the unaccepted securities, or any of them, upon terms no more favorable than specified in such offer, to any Person or Persons; provided that such Person or Persons agrees in writing with the Company and the Investors, prior to and as a condition precedent to such Transfer, to be bound by all of the such provisions of this Agreementas the Company may deem reasonably necessary.
Appears in 3 contracts
Sources: License Agreement (Orexigen Therapeutics, Inc.), License Agreement (Orexigen Therapeutics, Inc.), Investors’ Rights Agreement (Orexigen Therapeutics, Inc.)
Failure to Exercise. To the extent an Offer offer pursuant to Section 3.1 5.1 is not accepted by the other Investors, the Transferor may, for a period of ninety (90) days thereafter, transfer the unaccepted securities, or any of them, at or above the price, and upon the other terms no more favorable than and conditions specified in such offer, to any Person or Persons; provided that such Person or Persons agrees in writing with the Company and the Investors, prior to and as a condition precedent to such Transfer, to be bound by all of the provisions of Sections 3.9, 5 and 6 of this Agreement.
Appears in 3 contracts
Sources: Investor Rights Agreement (Skinmedica Inc), Investor Rights Agreement (Cadence Pharmaceuticals Inc), Investor Rights Agreement (Somaxon Pharmaceuticals, Inc.)
Failure to Exercise. To the extent an Offer offer pursuant to Section 3.1 5.1 is not accepted by the other Investors, the Transferor may, for a period of ninety (90) days thereafter, transfer the unaccepted securities, or any of them, at or above the price, and upon the other terms no more favorable than and conditions specified in such offer, to any Person or Persons; provided that such Person or Persons agrees in writing with the Company and the Investors, prior to and as a condition precedent to such Transfer, to be bound by all of the provisions of Sections 5 and 6 of this Agreement.
Appears in 2 contracts
Sources: Investors’ Rights Agreement (GLAUKOS Corp), Investors’ Rights Agreement (GLAUKOS Corp)
Failure to Exercise. To the extent an Offer pursuant to Section 3.1 4.1 is not accepted by the other Investors, the Transferor may, for a period of ninety (90) days thereafter, transfer the unaccepted securities, or any of them, upon terms no more favorable than specified in such offer, to any Person or Persons; provided that such Person or Persons agrees in writing with the Company and the Investors, prior to and as a condition precedent to such Transfer, to be bound by all of the provisions of this Agreement.
Appears in 2 contracts
Sources: Investors’ Rights Agreement (Tobira Therapeutics, Inc.), Investors’ Rights Agreement (Aldeyra Therapeutics, Inc.)
Failure to Exercise. To the extent an Offer offer pursuant to Section 3.1 6.1 is not accepted by the other Investors, the Transferor may, for a period of ninety (90) days thereafter, transfer the unaccepted securities, or any of them, upon terms no more favorable than specified in such offer, to any Person or Persons; provided that such Person or Persons agrees in writing with the Company and the Investors, prior to and as a condition precedent to such Transfer, to be bound by all of the provisions of Sections 2.2, 2.3, 2.4, 6 and 7 of this Agreement.
Appears in 1 contract
Sources: Investors’ Rights Agreement (Syndax Pharmaceuticals Inc)