Common use of Transfer of Registration Rights Clause in Contracts

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 11 contracts

Samples: Registration Rights Agreement (Micro Media Solutions Inc), Registration Rights Agreement (Micro Media Solutions Inc), Registration Rights Agreement (Innopet Brands Corp)

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Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 5 contracts

Samples: Registration Rights Agreement (Tribeworks Inc), Registration Rights Agreement (Applied Voice Recognition Inc /De/), Registration Rights Agreement (Msi Holdings Inc/)

Transfer of Registration Rights. The registration Subject to any transfer restrictions set forth in the Note Purchase Agreement or the Notes the rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided furtherprovided, however, that (i) the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that (ii) such transferee shall agree in writing, in form and substance reasonably satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if (iii) immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Securities Act. Except as set forth in this Section 108, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 4 contracts

Samples: Registration Rights Agreement (Positron Corp), Registration Rights Agreement (Positron Corp), Registration Rights Agreement (Positron Corp)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may not be transferred to any transferee third Person other than to an affiliate of such Registrable StockHolder; provided provided, however, that such transfer may otherwise to an affiliate must be effected in accordance with applicable securities laws; provided furtherfurther provided, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided furtherfurther provided, that such transferee shall agree in writing, in form and substance satisfactory to the CompanyCompany in its sole and absolute discretion, to be bound as a Holder by all of the provisions of this Agreement; and provided furtherfurther provided, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 109, no a transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 3 contracts

Samples: Registration Rights Agreement (Tribeworks Inc), Partnership Interest Purchase Agreement (Vsource Inc), Partnership Interest Purchase Agreement (Vsource Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that there shall be no more than twenty (20) transferees; provided further that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 108, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 3 contracts

Samples: Option Grant Agreement (Dgse Companies Inc), Form of Registration Rights Agreement (Dgse Companies Inc), Form of Registration Rights Agreement (Dgse Companies Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Stock may be transferred to any transferee of such Registrable Stock; provided PROVIDED that such transfer may otherwise be effected in accordance with applicable securities laws; provided furtherPROVIDED FURTHER, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided furtherPROVIDED FURTHER, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided furtherPROVIDED FURTHER, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 2 contracts

Samples: Registration Rights Agreement (Beaulieu Group LLC), Registration Rights Agreement (Venturi Technologies Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may not be transferred to any transferee third party other than to an “affiliate” of such Registrable StockHolder; provided that such transfer may otherwise be is effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no a transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 2 contracts

Samples: Registration Rights Agreement (Digifonica International Corp), Registration Rights Agreement (Digifonica International Corp)

Transfer of Registration Rights. The registration rights of any Holder Stockholder under this Agreement with respect to any Registerable Registrable Stock may be transferred to (a) any transferee of such Registrable StockStock who acquires at least 50% of such Stockholder's shares of Registrable Stock (adjusted for stock splits and stock consolidations after the effective date of this Agreement) or (b) an Affiliate of such Stockholder; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided furtherprovided, however, that (i) the transferring Holder Stockholder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that (ii) such transferee shall agree in writing, in form and substance reasonably satisfactory to the Company, to be bound as a Holder Stockholder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if (iii) immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 104.11, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 2 contracts

Samples: Stockholders' Agreement (Hexalon Real Estate Inc), Stockholders' Agreement (Cornerstone Properties Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that there shall be no more than twenty (20) transferees; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 108, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 2 contracts

Samples: Registration Rights Agreement (Applied Voice Recognition Inc /De/), Registration Rights Agreement (Applied Voice Recognition Inc /De/)

Transfer of Registration Rights. The registration rights of any Holder Stockholder under this Agreement with respect to any Registerable Registrable Stock may be transferred to (a) any transferee of such Registrable StockStock who acquires at least 20% of such Stockholder's shares of Registrable Stock (adjusted for stock splits and stock consolidations after the effective date of this Agreement) or (b) an Affiliate of such Stockholder; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided furtherprovided, however, that (i) the transferring Holder Stockholder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that (ii) such transferee shall agree in writing, in form and substance reasonably satisfactory to the Company, to be bound as a Holder Stockholder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if (iii) immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 104.10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 2 contracts

Samples: Stockholders' Agreement (Cornerstone Properties Inc), Stockholders' Agreement (New York State Teachers Retirement System)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Stock may be transferred to any transferee of such Registrable Stock; provided provided, that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (Predict It Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided provided, however, that such transfer may otherwise be effected (i) the transference of the Registrable Stock or the Warrant is in accordance with applicable securities lawsSection 8 of the Warrant; provided further, that (ii) the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that (iii) such transferee shall agree in writing, in form and substance reasonably satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if (iv) immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Securities Act. Except as set forth in this Section 109, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Marketing Agreement (E Loan Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided PROVIDED that such transfer may otherwise be effected in accordance with applicable securities laws; provided furtherPROVIDED FURTHER, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided furtherPROVIDED FURTHER, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided furtherPROVIDED FURTHER, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (Venturi Technologies Inc)

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Transfer of Registration Rights. The registration Subject to any transfer restrictions set forth in the Note Purchase Agreement, the rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided furtherprovided, however, that (i) the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that (ii) such transferee shall agree in writing, in form and substance reasonably satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if (iii) immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Securities Act. Except as set forth in this Section 108, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (E Loan Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred only to any transferee of such Registrable Stockby the Holder; provided that any such transfer may otherwise must be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (Applied Voice Recognition Inc /De/)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (Applied Voice Recognition Inc /De/)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10?0, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (Invvision Capital Inc)

Transfer of Registration Rights. The registration rights of any Holder ------------------------------- under this Agreement with respect to any Registerable Registrable Stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may --------- otherwise be effected in accordance with 11 -- applicable securities laws; provided further, that the transferring Holder shall ------------------ give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided -------- further, that such transferee shall agree in writing, in form and substance ------- satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if ---------------- immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (New World Coffee Inc)

Transfer of Registration Rights. The registration rights of any ------------------------------- Holder under this Agreement with respect to any Registerable Stock may be transferred to any transferee of such Registrable Stock; provided that such -------- transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company ---------------- written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that ---------------- such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately ---------------- following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 108, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (New World Coffee Inc)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Stock may be transferred to any transferee of such Registrable StockPerson who acquires at least 50,000 Shares; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (Applied Voice Recognition Inc /De/)

Transfer of Registration Rights. The registration rights of any Holder under this Agreement with respect to any Registerable Stock stock may be transferred to any transferee of such Registrable Stock; provided that such transfer may otherwise be effected in accordance with applicable securities laws; provided further, that the transferring Holder shall give the Company written notice at or prior to the time of such transfer stating the name and address of the transferee and identifying the securities with respect to which the rights under this Agreement are being transferred; provided further, that such transferee shall agree in writing, in form and substance satisfactory to the Company, to be bound as a Holder by the provisions of this Agreement; and provided further, that such assignment shall be effective only if immediately following such transfer the further disposition of such securities by such transferee is restricted under the 1933 Act. Except as set forth in this Section 10, no transfer of Registrable Stock shall cause such Registrable Stock to lose such status.

Appears in 1 contract

Samples: Registration Rights Agreement (WPG Corporate Development Associates Iv L P Et Al)

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