Common use of Transfer or Assignment of Registration Rights Clause in Contracts

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 may be transferred or assigned by a Holder only to its partners and Affiliates, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.

Appears in 6 contracts

Samples: Investors’ Rights Agreement (Empi Sales CORP), Rights Agreement (Galen Partners Iii L P), Rights Agreement (Ivy Orthopedic Partners LLC)

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Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities Registrable Shares granted to a Holder the Holders by the Company under this Article 1 II may be transferred or assigned by a Holder the Holders only to its partners and Affiliatesone or more Permitted Transferees; provided, provided however, that (a) the Company is given written notice at the time of or within a reasonable time after said prior to such transfer or assignment, stating the name and address of the transferee or assignee each such Permitted Transferee and identifying the securities Registrable Shares with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of assigned and (b) each such rights Permitted Transferee assumes in writing responsibility for its portion of the obligations of such Holder the transferor under this Section 1Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Northern Oil & Gas, Inc.), Registration Rights Agreement (TRT Holdings Inc), Registration Rights Agreement (Northern Oil & Gas, Inc.)

Transfer or Assignment of Registration Rights. The rights with respect to any Registrable Securities to cause the Company to register such securities granted to a Holder by the Company under this Article 1 Agreement may be transferred or assigned by a Holder only Holder, in whole or in part, to its partners and Affiliatesa transferee or assignee of any Registrable Securities, provided that and, in such case, the Company is shall be given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.

Appears in 3 contracts

Samples: Registration Rights Agreement (Career Education Corp), Registration Rights Agreement (Career Education Corp), Registration Rights Agreement (Heller Financial Inc)

Transfer or Assignment of Registration Rights. The rights with respect to any Registrable Securities to cause the Company to register such securities granted to a Holder by the Company under this Article 1 Agreement may be transferred or assigned by a Holder only stockholder, in whole or in part, to its partners and Affiliatesa transferee or assignee of any Registrable Securities and, provided that in such case, the Company is shall be given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.

Appears in 3 contracts

Samples: Registration Rights Agreement (Philips International Realty Corp), Registration Rights Agreement (Sirco International Corp), Contribution and Exchange Agreement (Cali Realty Corp /New/)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article Section 1 may be transferred or assigned by a Holder only to its partners and Affiliatesa Permitted Transferee, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Restoration Robotics Inc), Investors’ Rights Agreement (Restoration Robotics Inc)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted Registrable Securities pursuant to a Holder by the Company under this Article Section 1 may be transferred or assigned assigned, but only with all related obligations, by a any Lender or Conversion Right Holder only to its partners and Affiliatesanother Lender or Conversion Right Holder, provided that the Company is given furnished with written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the such transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes assignee, if not already a party hereto, agrees in writing to be bound by and subject to the obligations terms and conditions of such Holder under this Section 1Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Achieve Life Sciences, Inc.), Registration Rights Agreement (Achieve Life Sciences, Inc.)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder the Holders by the Company under this Article 1 Sections 3, 4 and 5 may be transferred or assigned by a Holder only to its partners and Affiliatesthe Purchaser, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the said transferee or assignee and identifying the securities Registrable Securities with respect to which such registration rights are being transferred or assigned, and, and provided further, further that the transferee or assignee of such rights assumes in writing the obligations of such Holder the Holders under this Section 1Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (HLM Design Inc), Registration Rights Agreement (HLM Design Inc)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article Section 1 may be transferred or assigned by a Holder only to its partners and Affiliatesa transferee or assignee of Registrable Securities, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.I.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Magainin Pharmaceuticals Inc), Common Stock Purchase Agreement (Magainin Pharmaceuticals Inc)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 Section 2 may be transferred or assigned by a Holder only to its partners and Affiliatesan Affiliate of such Holder or to a transferee or assignee of not less than 1,500,000 shares of Registrable Securities; provided that, provided that in each case (i) the Company is given written notice at the time of or within a reasonable time after prior to said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being intended to be transferred or assigned, and, provided further, that assigned and (ii) the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Baring Asia Private Equity Fund v Co-Investment L.P.), Registration Rights Agreement (Ambow Education Holding Ltd.)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder include Registrable Securities in any Registration Statement contemplated by the Company under this Article 1 Agreement may be transferred or assigned by any Holder with a Holder only transfer of Registrable Securities to its partners and Affiliatesany Affiliate of Chevron; provided, provided that (a) the Company is given prompt written notice at the time of or within a reasonable time after said transfer or assignmentsuch transfer, stating the name and address of the each such transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the assigned and (b) each such transferee or assignee of such rights assumes in writing responsibility for its portion of the obligations of such the Holder under this Section 1Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (California Resources Corp), Registration Rights Agreement (California Resources Corp)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities Registrable Securities granted to a Holder the Holders by the Company under this Article 1 II may be transferred or assigned by a any Holder only to its partners and Affiliatesone or more transferees or assignees of Registrable Securities; provided, provided however, that the Company is given written notice at the time of or within a reasonable time after prior to any said transfer or assignment, stating the name and address of the each such transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the and each such transferee or assignee of such rights assumes in writing responsibility for its portion of the obligations of such Holder under this Section 1Agreement.

Appears in 2 contracts

Samples: Conversion Agreement (Calumet Specialty Products Partners, L.P.), Conversion Agreement (Calumet Specialty Products Partners, L.P.)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 Section 2 may be transferred or assigned by a Holder only of such securities to its partners any Person to whom an assignment has been or is concurrently being made of an interest in the Loan in accordance with the Credit Agreement and Affiliatesthe Warrant in accordance with the Warrant, provided that and so long as the Company is given written notice at number of Registrable Securities purchasable pursuant to the time of or within a reasonable time after said transfer or assignment, stating the name and address portion of the transferee Warrant so transferred represents not less than the pro rata portion of the Loan held or assignee and identifying the securities with respect being assigned to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1Person.

Appears in 2 contracts

Samples: Control Agreement (Earth Biofuels Inc), Control Agreement (Earth Biofuels Inc)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder the Holders by the Company under this Article 1 Sections 2 or 3 may be transferred or assigned by a Holder only to its partners and Affiliatesassigned, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the said transferee or assignee and identifying the securities Registrable Securities with respect to which such registration rights are being transferred or assigned, and, and provided further, further that the transferee or assignee of such rights assumes in writing the obligations of such Holder the Holders under this Section 1Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (800 Travel Systems Inc), Registration Rights Agreement (Paging Partners Corp)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 Agreement may be transferred or assigned by a Holder only to its partners and Affiliates, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of not less than 250,000 shares of Registrable Securities (as presently constituted and subject to subsequent adjustments for stock splits, stock dividends, reverse stock splits and the like); provided, however, that, a Holder may transfer such rights assumes in writing the obligations to affiliates or associates of such Holder under this Section 1without the foregoing share restriction.

Appears in 2 contracts

Samples: Registration Rights Agreement (Teraglobal Communications Corp), Registration Rights Agreement (Wallersutton 2000 Lp)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities Registrable Securities granted to a Holder the Investor by the Company under this Article 1 II may be transferred or assigned by a Holder the Investor only to its partners and Affiliates, provided that an Affiliate of the Investor. The Company is shall be given written notice at the time of or within a reasonable time after prior to any said transfer or assignment, stating the name and address of the each such transferee or assignee and identifying the securities Registrable Securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the . Each such transferee or assignee of such rights assumes shall assume in writing responsibility for its portion of the obligations of such Holder the Investor under this Section 1Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (GTX Inc /De/), Registration Rights Agreement (GTX Inc /De/)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 2 may be transferred or assigned by a Holder only if such persons are “affiliates” of the Holder, as defined in Rule 405, as promulgated by the Commission or, with the prior written consent of the Company, to its partners and Affiliatesother persons, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the such transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes agrees in writing to be bound by the obligations of such Holder imposed under this Section 1Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Emerging Delta Corp)

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Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article Section 1 may be transferred or assigned by a Holder only to its partners and Affiliatesany transferee or assignee of Registrable Securities, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.

Appears in 1 contract

Samples: S Rights Agreement (Techne Corp /Mn/)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 may be transferred or assigned by a Holder only to its partners and Affiliates, provided that the Company is given written notice at the time of or within a reasonable time after said Page transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1...................................12

Appears in 1 contract

Samples: Rights Agreement (Ivy Orthopedic Partners LLC)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted Registrable Securities pursuant to a Holder by the Company under this Article 1 Section 2 may be freely transferred or assigned by a Holder only to its partners and Affiliatesa transferee or assignee of Registrable Securities; provided, provided however, that (i) the Company is given written notice at the time of or transferor shall, within a reasonable time after said transfer or assignmentsuch transfer, stating furnish to the Company written notice of the name and address of the such transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the assigned and (ii) such transferee or assignee of such rights assumes shall agree to be subject to all restrictions set forth in writing the obligations of such Holder under this Section 1Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (EPAM Systems, Inc.)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article Section 1 may be transferred or assigned by a Holder only to its partners and Affiliatesa transferee or assignee of not less than 5% of the outstanding voting stock of the Company (on a fully diluted basis), provided that the Company is given written notice at prior to the time of or within a reasonable time after said such transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing prior to such transfer or assignment, the obligations of such Holder under this Section 1.

Appears in 1 contract

Samples: Investor's Rights Agreement (Ridgewood Power Growth Fund /Nj)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted to a Holder by the Company under this Article 1 Section 2 may be transferred or assigned by a Holder only to its partners and Affiliates, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing Registrable Securities which is a permitted transferee pursuant to the obligations applicable terms of such Holder under this Section 1the Operating Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Google Inc.)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities granted Registrable Securities pursuant to a Holder by the Company under this Article Section 1 may be transferred or assigned assigned, but only with all related obligations, by the Holder to a Holder only to its partners and Affiliatestransferee or assignee; provided, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the such transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes agrees in writing to be bound by and subject to the obligations terms and conditions of such Holder under this Section 1Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Stemtech Corp)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities Shares granted pursuant to a Holder by the Company under this Article 1 may be transferred or assigned by any Holder to a Holder only to its partners and Affiliates, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, andof Shares, provided further, that the transferee or assignee of such rights assumes in writing shall expressly assume the obligations of such a Holder under this Section 1Article.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (DDL Electronics Inc)

Transfer or Assignment of Registration Rights. The rights to cause --------------------------------------------- the Company to register securities granted to a Holder by the Company under this Article Section 1 may be transferred or assigned by a Holder only to its partners and Affiliates, provided that the Company is given written notice at the time of or within a reasonable time after said transfer or assignment, stating the name and address of the transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the transferee or assignee of such rights assumes in writing the obligations of such Holder under this Section 1.

Appears in 1 contract

Samples: Investors' Rights Agreement (Lynuxworks Inc)

Transfer or Assignment of Registration Rights. The rights to cause the Company to register securities Registrable Securities granted to a Holder by the Company under this Article 1 II may be transferred or assigned by a such Holder only to its partners and Affiliatesone or more transferee(s) or assignee(s) of such Registrable Securities; provided, provided that (a) the Company is given written notice at the time of or within a reasonable time after prior to any said transfer or assignment, stating the name and address of the each such transferee or assignee and identifying the securities Registrable Securities with respect to which such registration rights are being transferred or assigned, and, provided further, that the and (b) each such transferee or assignee of such rights assumes in writing the obligations of such Holder under agrees to be bound by this Section 1Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Talos Energy Inc.)

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