Certain Investor Rights Sample Clauses

Certain Investor Rights. 9 Section 2.1 Board of Directors ............................. 9 Section 2.2 Reimbursement of Expenses; Attendance at Board Meetings; Indemnification ............. 10 ARTICLE III
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Certain Investor Rights. 14 5.1 Board Rights and Consultation Rights................................................................... 14 5.2 Non-Assignment and Expiration of Board Rights.......................................................... 15 SECTION 6. Indemnification............................................................................... 16
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Certain Investor Rights. 5.1 Board Rights and Consultation Rights(a). (a) Upon the request of Leeds Equity Partners III, L.P. (the "Partnership"), the sole owner of all of the outstanding membership interests in School Services, the Company shall use its reasonable efforts to cause a director named by the Partnership to be included in the slate of directors proposed for election at such time as members of the Board of Directors are elected, and such Partnership nominee, if elected, shall be entitled to sit on such committees as he/she shall reasonably request. If there shall be a vacancy on the Board of Directors at any time following such a request by the Partnership as aforementioned, the Company shall use its reasonable efforts to cause such Partnership nominee to be elected to fill such vacancy in accordance with the Certificate of Incorporation and By-Laws of the Company.
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Certain Investor Rights. SECTION 4.1.
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Certain Investor Rights. 5.1 Merrill Rights to Observe Board. Merrill shall have the right to designate an individual to attend meetings of the Board of Directors of the Company as a non-voting observer and such observer shall be entitled to receive notice of each meeting and information relating to each such meeting in the same way as is provided to members of the Board of Directors; provided, however, that Merrill and such observer shall agree to hold in strict confidence all information provided either orally or in writing in connection with such observation, except that such information may be disclosed to Merrill, and, subject to all applicable laws, Merrill may use such information in connection with its position as a holder of the Warrant; and provided further, that the Company reserves the right to withhold any information and to exclude such observer from any meeting or portion thereof if access to such information or attendance at such meeting or portion thereof could, in the opinion of Company's counsel, result in the waiver or other loss of the attorney-client privilege between the Company and its counsel.
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Certain Investor Rights 
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Related to Certain Investor Rights

  • AMENDMENT OF REGISTRATION RIGHTS Provisions of this Agreement may be amended and the observance thereof may be waived (either generally or in a particular instance and either retroactively or prospectively), only by a written agreement between the Company and the Investor. Any amendment or waiver effected in accordance with this Section 9 shall be binding upon the Investor and the Company. No consideration shall be offered or paid to any Person to amend or consent to a waiver or modification of any provision of any of this Agreement unless the same consideration also is offered to all of the parties to this Agreement.

  • Investor Rights Agreement The Company and the other parties thereto shall have duly executed and delivered the Investor Rights Agreement.

  • Restrictions on Public Sale by Holders of Registrable Securities Each Holder of Registrable Securities agrees, if requested by the underwriters of an Underwritten Offering, to enter into a customary letter agreement with such underwriters providing such Holder will not effect any public sale or distribution of Registrable Securities during the 60 calendar day period beginning on the date of a prospectus or prospectus supplement filed with the Commission with respect to the pricing of any Underwritten Offering, provided that (i) the duration of the foregoing restrictions shall be no longer than the duration of the shortest restriction generally imposed by the underwriters on the Partnership or the officers, directors or any other Affiliate of the Partnership on whom a restriction is imposed and (ii) the restrictions set forth in this Section 2.07 shall not apply to any Registrable Securities that are included in such Underwritten Offering by such Holder. In addition, this Section 2.07 shall not apply to any Holder that is not entitled to participate in such Underwritten Offering, whether because such Holder delivered an Opt-Out Notice prior to receiving notice of the Underwritten Offering or because such Holder holds less than $15 million of the then-outstanding Registrable Securities.

  • Registration Rights; Rights of Participation Except as set forth on Schedule 6(b) to the Registration Rights Agreement, the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority which has not been satisfied. Except as set forth on Schedule 6(b) to the Registration Rights Agreement, no Person has any right of first refusal, preemptive right, right of participation, or any similar right to participate in the transactions contemplated by the Transaction Documents.

  • Registration and Transfer of Shares (a) Any Transfer of any Shares shall only be completed subject to the compliance by the Member and the proposed transferee with all applicable laws; and furthermore may only be completed in accordance with the provisions of this Agreement.

  • Exception for Certain Family Transfers Anything to the contrary contained in this Section notwithstanding, the transfer of any or all of the Shares during the Optionee’s lifetime or on the Optionee’s death by will or intestacy to the Optionee’s immediate family or a trust for the benefit of the Optionee’s immediate family shall be exempt from the provisions of this Section. “Immediate Family” as used herein shall mean spouse, lineal descendant or antecedent, father, mother, brother or sister. In such case, the transferee or other recipient shall receive and hold the Shares so transferred subject to the provisions of this Section, and there shall be no further transfer of such Shares except in accordance with the terms of this Section.

  • Transfer of Registration Rights The rights to cause the Company to register Registrable Securities granted Holders under Articles 2, 3 and 4 hereof may be assigned in connection with any permitted transfer or assignment of the Holder's Registrable Securities. All transferees and assignees of the rights to cause the Company to register Registrable Securities granted Holders under Articles 2, 3 and 4 hereof, as a condition to the transfer of such rights, shall agree in writing to be bound by the agreements set forth herein.

  • Registration and Transfer of Limited Partner Interests (a) The General Partner shall keep or cause to be kept on behalf of the Partnership a register in which, subject to such reasonable regulations as it may prescribe and subject to the provisions of Section 4.5(b), the Partnership will provide for the registration and transfer of Limited Partner Interests.

  • Termination of Registration Rights The right of any Holder to request registration or inclusion of Registrable Securities in any registration pursuant to Subsections 2.1 or 2.2 shall terminate upon the earliest to occur of:

  • Restriction on Transfer of Warrants The Holder of a Warrant Certificate, by the Holder's acceptance thereof, covenants and agrees that the Warrants are being acquired as an investment and not with a view to the distribution thereof, and that the Warrants may not be sold, transferred, assigned, hypothecated or otherwise disposed of, in whole or in part, for a period of one (1) year from the date hereof, except to the Designees.

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