Assignment of Rights of First Refusal. The rights of first refusal of each Major Investor under this Section 4 may be assigned to the same parties, subject to the same restrictions as any transfer of registration rights pursuant to Section 2.9.
Assignment of Rights of First Refusal. The rights of first refusal of each Eligible Holder under this Section 3 may be assigned to the same parties, subject to the same restrictions as any transfer of registration rights pursuant to Section 2.8.
Assignment of Rights of First Refusal. The rights of first refusal of ROFR Investors under this Section 4 may be assigned to the same parties and subject to the same restrictions as any transfer of registration rights pursuant to Section 2.9.
Assignment of Rights of First Refusal. The rights of first refusal of each Major Investor under this Section 4 may be assigned to the same parties and subject to the same restrictions as any transfer of registration rights pursuant to Section 2.9; provided, however, that each Major Investor (other than Foundation, USV and KPCB) shall, other than transfers to affiliated persons or entities, first offer such right of assignment to Foundation, USV and/or KPCB to the extent necessary to permit Foundation, USV and/or KPCB and their respective Affiliates to attain the Foundation 15% Termination Threshold, USV 12% Termination Threshold or KPCB 9% Termination Threshold, as applicable, prior to assigning such right to any other Major Investor. If Foundation, USV or KPCB elect not to accept such assignment, such right may be assigned to another Major Investor. Each Major Investor and the Company hereby agrees that it will not avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by it with respect to the Foundation Rights, the USV Rights or the KPCB Rights, but shall at all times in good faith assist in carrying out all the provisions of this Article 4 and in taking all such action as may be reasonably necessary or appropriate to ensure that neither Foundation’s, USV’s nor KPCB’s rights under this Section 4 are not impaired.
Assignment of Rights of First Refusal. In the event the Company elects not to exercise any right of first refusal or right of first offer the Company may have on a proposed transfer of any of the Company’s outstanding capital stock pursuant to the Company’s charter documents, by contract or otherwise, the Company shall, to the extent it may do so, assign such right of first refusal or right of first offer to each Major Investor. In the event of such assignment, each Major Investor shall have a right to purchase its pro rata portion of the capital stock proposed to be transferred. Each Major Investor’s pro rata portion shall be equal to the product obtained by multiplying (i) the aggregate number of shares proposed to be transferred by (ii) a fraction, the numerator of which is the number of shares of Registrable Securities held by such Major Investor at the time of the proposed transfer and the denominator of which is the total number of shares owned by all Major Investors at the time of such proposed transfer.
Assignment of Rights of First Refusal. The rights of first refusal of each Investor under this Section 4 may be assigned to (a) a subsidiary, parent, general partner, limited partner, retired partner, director, former director, member or retired member of such Holder that is a corporation, partnership or limited liability company, (b) a member of such Investor’s family member or trust for the benefit of an individual Investor, (c) acquires at least 250,000 shares of Preferred Stock (as adjusted for stock splits and combinations) or (d) is an Affiliate of such Investor; provided, that, in each case, such assignee becomes a party to this Agreement and the other Related Agreements (as defined in the Purchase Agreement).
Assignment of Rights of First Refusal. The right of first refusal ------------------------------------- granted under this Section 2 may only be assigned by a Rightholder to a transferee or assignee if the Rightholder transfer at least 40,000 shares (subject to appropriate adjustment for stock splits, stock dividends, combinations and other recapitalizations) of the Company's Common Stock (treating all shares of Preferred Stock for this purpose as though converted into Common Stock).
Assignment of Rights of First Refusal. The rights of first refusal of each Major Investor under this Section 4 may be assigned to the same parties, subject to the same restrictions as any transfer of registration rights pursuant to Section 2.9; provided further that Regents of the University of Michigan shall also have the right to apportion its right of first refusal among itself and any Osage University Partners, including any investment fund managed by Osage University Partners that is an “accredited investor” with the meaning of Regulation D under the Securities Act.
Assignment of Rights of First Refusal. The rights provided in this Section 4 may not be assigned or transferred by any Major Investor; provided, however, that a Major Investor that is a venture capital fund or Xxxxxxxx may assign or transfer such rights to its affiliates.
Assignment of Rights of First Refusal. Each Investor agrees that it may not and will not assign its rights hereunder except in connection with a transfer or assignment of any Warrants held by it, whereupon the rights of first refusal of such Investor under this Section 2 shall be transferred to the same parties that the Warrants are assigned to, subject to the same restrictions as any assignment of rights pursuant to the Warrants.
