Common use of Transfer or Assignment Clause in Contracts

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 3 contracts

Samples: Registration Rights Agreement (Constellation 3d Inc), Registration Rights Agreement (Constellation 3d Inc), Registration Rights Agreement (Constellation 3d Inc)

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Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Debentures or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 2 contracts

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

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities shares of Common Stock may be transferred or assigned (in whole or in part) to a transferee up to two transferees or assignee assignees of Registrable Securities or Warrantsshares of Common Stock, and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any transferee up to two transferees or assignee assignees of any Registrable Securities or Warrantsshares of Common Stock; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided and provided, further, that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Safeguard Scientifics Inc Et Al), Registration Rights Agreement (Chromavision Medical Systems Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Safeguard Entities by the Company under this Agreement to cause the Company to register Registrable Securities the Safeguard Shares may be transferred or assigned (in whole or in part) to a transferee up to two (2) transferees or assignee assignees of Registrable Securities or Warrantsany Safeguard Shares, and all other rights granted to the Investors Safeguard Entities by the Company hereunder may be transferred or assigned to any transferee up to two (2) transferees or assignee assignees of any Registrable Securities or WarrantsSafeguard Shares; provided in each case that the Company must be given written notice by the such Investor applicable Safeguard Entity at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided and provided, further, that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Clarient, Inc), Registration Rights Agreement (Clarient, Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Debentures or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 2 contracts

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

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities Shares may be transferred or assigned (in whole or in part) to a transferee up to two transferees or assignee assignees of Registrable Securities or WarrantsShares , and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any transferee up to two transferees or assignee assignees of any Registrable Securities or WarrantsShares; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided and provided, further, that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Chromavision Medical Systems Inc), Securities Purchase Agreement (Chromavision Medical Systems Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Preferred Shares, Warrants or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Preferred Shares, Warrants or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Stan Lee Media Inc), Registration Rights Agreement (General Magic Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchasers by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Purchasers by the Company hereunder may be transferred or assigned to any permitted transferee or assignee of any Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Star Scientific Inc), Registration Rights Agreement (Star Scientific Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of Debentures, Warrants or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any permitted transferee or assignee of any Debentures, Warrants or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (Star Scientific Inc), Registration Rights Agreement (Interoil Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a any transferee or assignee of any Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 2 contracts

Samples: Common Share Purchase Agreement (Interoil Corp), Securities Purchase Agreement (Interoil Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of Registrable Securities or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any such transferee or assignee of any Registrable Securities or Warrantsassignee; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this AgreementAgreement and such transfer is in compliance with applicable federal and state securities laws.

Appears in 1 contract

Samples: Registration Rights Agreement (Hollywood Com Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Investor by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities or Warrants which transfer has been effected in compliance with the Warrants, and all other rights granted to the Investors Investor by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Able Telcom Holding Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Investor by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Debentures or Warrants, and all other rights granted to the Investors Investor by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (U S Plastic Lumber Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchasers by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a any transferee or assignee of any Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Purchasers by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Purchasers at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Interoil Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Preferred Shares or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Preferred Shares or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: 1 Registration Rights Agreement (Access Beyond Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Lenders by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of Notes or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Lenders by the Company hereunder may be transferred or assigned to any permitted transferee or assignee of any Notes or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Lenders at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Isco International Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities or WarrantsConvertible Instruments, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or WarrantsConvertible Instruments; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said 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 transferee or assignee of such rights agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Hayes Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Debentures or Warrants, and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (U S Plastic Lumber Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchasers by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of Notes or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Purchasers by the Company hereunder may be transferred or assigned to any permitted transferee or assignee of any Notes or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Purchasers at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Isco International Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or EXHIBIT 10.4 assigned (in whole or in part) to a transferee or assignee of Preferred Shares or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Preferred Shares, or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Secure Computing Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Common Shares or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Common Shares or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Netguru Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Buyer by the Company under this Agreement to cause the Company to register the Registrable Securities may be transferred or assigned (in whole or in part) to a transferee Permitted Transferee of the Common Shares or assignee of Registrable Securities or Warrantsthe Warrant, and all other rights granted to the Investors Buyer by the Company hereunder may be transferred or assigned to any transferee Permitted Transferee of the Common Shares, the Warrant or assignee of any the Registrable Securities or WarrantsSecurities; provided in each case that (i) the Company must be is given written notice by the such Investor Buyer at the time of or within a reasonable time after said such transfer or assignment, stating the name and address of said transferee or assignee such Permitted Transferee 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 Permitted Transferee agrees in writing to be bound by the registration provisions of this Agreement, and (ii) such transfer or assignment is not made under the registration statement or Rule 144.

Appears in 1 contract

Samples: Registration Rights Agreement (Liquidmetal Technologies Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Debentures or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Worldpages Com Inc)

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Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities Shares may be transferred or assigned (in whole or in part) to a transferee up to two transferees or assignee assignees of Registrable Securities or WarrantsShares, and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any transferee up to two transferees or assignee assignees of any Registrable Securities or WarrantsShares; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided and provided, further, that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Safeguard Scientifics Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities the Preferred Shares or Warrantsthe Warrant, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Preferred Shares or Warrantsthe Warrant; provided in each case that each Investor must give prior written notice to the Company must be given written notice by the of any such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Sciclone Pharmaceuticals Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchasers by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Preferred Shares, Warrants or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Purchasers by the Company hereunder may be transferred or assigned to any transferee or assignee of any Preferred Shares, Warrants or Registrable Securities or WarrantsSecurities; provided in each case that that: the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided and FURTHER PROVIDED that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Open Market Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of Registrable Securities or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any such transferee or assignee of any Registrable Securities or Warrantsassignee; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Plato Learning Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Securities, Warrants or Optional Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Securities, Warrants or Optional Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Pharmos Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Investor by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities at least $500,000 aggregate principal amount of Debentures or Warrants which transfer has been effected in compliance with the Debentures and Warrants, and all other rights granted to the Investors Investor by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights right are being transferred or assigned; and provided further that the transferee or assignee of such rights agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (American International Petroleum Corp /Nv/)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or EXHIBIT 10.3 assigned (in whole or in part) to a transferee or assignee of Preferred Shares or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Preferred Shares, or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Secure Computing Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities Debentures or Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities Debentures or Warrants; provided in each case that that: (i) any transfer of Debentures shall be for at least $500,000 in principal amount thereof; and (ii) the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Pharmos Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities or Warrants which transfer has been effected in compliance with the Warrants, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or Warrants; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Able Telcom Holding Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Lenders by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of the New Note or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Lender by the Company hereunder may be transferred or assigned to any permitted transferee or assignee of any the New Note or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor Lender at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Isco International Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Registrable Securities or WarrantsShares, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Registrable Securities or WarrantsShares; provided in each case that the Company must be given written notice by the such Investor or such Holder at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Vion Pharmaceuticals Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Purchaser by the Company under this Agreement to cause the Company to register Registrable Securities shares of Common Stock may be transferred or assigned (in whole or in part) to a transferee up to four transferees or assignee assignees of Registrable Securities or Warrantsshares of Common Stock, and all other rights granted to the Investors Purchaser by the Company hereunder may be transferred or assigned to any transferee up to four transferees or assignee assignees of any Registrable Securities or Warrantsshares of Common Stock; provided in each case that the Company must be given written notice by the such Investor Purchaser at the time of or within a reasonable time after said transfer or assignment, stating the name and address of said transferee or assignee and identifying the securities with respect to which such registration rights are being transferred or assigned; provided and provided, further, that the transferee or assignee of such rights agrees in writing to be bound by the provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Chromavision Medical Systems Inc)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a transferee or assignee of Preferred Shares or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors by the Company hereunder may be transferred or assigned to any transferee or assignee of any Preferred Shares, or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Secure Computing Corp)

Transfer or Assignment. Except as otherwise provided herein, this Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The rights granted to the Investors Investor by the Company under this Agreement to cause the Company to register Registrable Securities may be transferred or assigned (in whole or in part) to a permitted transferee or assignee of IPI Percentages or Registrable Securities or WarrantsSecurities, and all other rights granted to the Investors Investor by the Company hereunder may be transferred or assigned to any permitted transferee or assignee of any IPI Percentage or Registrable Securities or WarrantsSecurities; provided in each case that the Company must be given written notice by the such Investor at the time of or within a reasonable time after said transfer or assignment, stating the name and address of 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 agrees in writing to be bound by the registration provisions of this Agreement.

Appears in 1 contract

Samples: Registration Rights Agreement (Interoil Corp)

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