Common use of Transfer; Successors and Assigns Clause in Contracts

Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Notwithstanding the foregoing, the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company not to be unreasonably withheld, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase Agreement. Subject to the preceding sentence, this Note may be transferred only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the Company. Thereupon, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder of this Note.

Appears in 2 contracts

Samples: Bridge Note Purchase Agreement (Corgi International LTD), Bridge Note Purchase Agreement (Consor Capital II LP)

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Transfer; Successors and Assigns. The terms rights and conditions obligations of this Note the Company and the Holder shall be binding upon and shall inure to the benefit of their successors, assigns and be binding upon the respective successors and assigns of the partiestransferees. Notwithstanding the foregoing, the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company not to be unreasonably withheld, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase AgreementCompany. Subject to the preceding sentence, this Note may be transferred only to “accredited investors” who are not “Bad Actors” in compliance with any applicable laws, and upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the Company. Thereupon, including but not limited to the execution by any transferee of representations and warranties substantially similar to those set forth in the Purchase Agreement and this Note, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder of this Note.

Appears in 2 contracts

Samples: Purchase Agreement (Jaguar Animal Health, Inc.), Purchase Agreement (Jaguar Animal Health, Inc.)

Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective heirs, successors and assigns of the parties. Notwithstanding the foregoing, the Holder Company may not assign, pledge, pledge or otherwise transfer this Note without the prior written consent of the Company not to be unreasonably withheld, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase AgreementHolder. Subject to the preceding sentence, this Note may be transferred by the Company only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form terms satisfactory to the CompanyHolder. This Note may be transferred by the Holder only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer, a form of which has been given to the Holder. Thereupon, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder Holder of this Note.

Appears in 2 contracts

Samples: Security and Loan Agreement (Informedix Holdings Inc), Security and Loan Agreement (Hunapu Inc)

Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Notwithstanding the foregoing, (i) the Company may not assign or otherwise transfer this Note or its obligations hereunder without the prior written consent of the Holder and (ii) the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company not to be unreasonably withheldCompany, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase AgreementHolder. Subject to the preceding sentence, this Note may be transferred by the Holder only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the Company. Thereupon, a new note for the same principal amount and interest (and reflecting accrued interest) will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder of this Note.

Appears in 1 contract

Samples: Promissory Note and Security Agreement (Groundfloor Finance Inc.)

Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Notwithstanding the foregoing, the Company may not assign, pledge or otherwise transfer this Note without the prior written consent of the Holder, which shall not be unreasonably withheld, and the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company Company, which shall not to be unreasonably withheld, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase Agreementaffiliates. Subject to the preceding sentence, this Note may be transferred only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the CompanyHolder. Thereupon, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder of this Note.

Appears in 1 contract

Samples: Note Purchase Agreement (Drugstore Com Inc)

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Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective successors and assigns of the parties. Notwithstanding the foregoing, the Company may not assign, pledge or otherwise transfer this Note without the prior written consent of the Holder, which shall not be unreasonably withheld, and the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company Company, which shall not to be unreasonably withheld, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase Agreement. Subject to the preceding sentence, this Note may be transferred only upon surrender of the original Note for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the CompanyHolder. Thereupon, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder of this Note.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Mercata Inc)

Transfer; Successors and Assigns. The terms and conditions of this Note shall inure to the benefit of and be binding upon the respective successors and assigns of the partiesParties. Notwithstanding the foregoing, except for a pledge of this Note to a bank or other financial institution that creates a mere security interest in this Note in connection with a bona fide loan transaction, the Holder may not assign, pledge, or otherwise transfer this Note without the prior written consent of the Company not to be unreasonably withheld, except for transfers to affiliates that agree in writing to be bound by the terms of the Purchase AgreementCompany. Subject to the preceding sentence, this Note may be transferred only upon surrender of the original Note to the Company for registration of transfer, duly endorsed, or accompanied by a duly executed written instrument of transfer in form satisfactory to the Company. Thereupon, and, thereupon, a new note for the same principal amount and interest will be issued to, and registered in the name of, the transferee. Interest and principal are payable only to the registered holder of this Note.

Appears in 1 contract

Samples: Subscription Agreement (Quantum Computing Inc.)

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