Observer Rights definition

Observer Rights shall have the meaning set forth in Section 8(b)(1).
Observer Rights means the right to be admitted to all Board of Director meetings, except for compensation and/or executive session discussions.
Observer Rights has the meaning set forth in Section 9.2(a).

Examples of Observer Rights in a sentence

  • The observer rights set forth in that certain Amended and Restated Board Observer Rights letter agreement, dated May 9, 2014, between the Company and Sand Hill Angels X, LLC and the “Representative” named therein, shall have been terminated.

  • All obligations of Parent pursuant to this Section‎ 6.17(b) shall terminate with respect to an Observer Rights Holder upon such Observer Rights Holder ceasing to have the right to designate the observer pursuant to this Section‎ 6.17(b).

  • Observer Rights: So long as the REGENTS owns Shares or Antidilution Shares (or any securities issued upon exchange thereof), the LICENSEE will permit a representative of The REGENTS to attend (whether in person, via telephone, teleconference or otherwise) all meetings of the LICENSEE’s Board of Directors and committees thereof in a non-voting, observer capacity.

  • Licensee will also promptly provide to University all relevant notices consistent with the Board Observer Rights Letter Agreement.

  • Observer Rights: One or more investors may have the right to appoint an observer who, although not a Board member, will be entitled to attend all Board meetings and receive all materials, notices, etc.


More Definitions of Observer Rights

Observer Rights and, in this respect, shall give the Representative copies of all notices to all meetings; provided, however, that Essex hereby agrees for itself and on behalf of the Representative to hold in confidence and trust and to act in a fiduciary manner with respect to all information provided or disclosed in such meetings; and provided further that the Company reserves the right to withhold information and to exclude the Representative from any meeting or portion thereof if access to such information or attendance at such meeting could adversely affect the attorney-client privilege between the Company and its counsel or would result in disclosure of trade secrets to such representative. The Observer Rights shall not be assignable in any manner, through operation of law or otherwise.
Observer Rights. So long as The Regents (through Shellwater or otherwise) owns Shares or Antidilution Shares (or any securities issued upon exchange thereof), the Licensee will permit a representative of The Regents to attend (whether in person, via telephone, teleconference or otherwise) all meetings of the Licensee’s Board of Directors and committees thereof in a non-voting, observer capacity. The Licensee will also provide to The Regents all notices, minutes and other written or tangible materials provided to the Licensee’s Board of Directors and committees thereof, at the same time and in the same manner as are provided to the Licensee’s Board of Directors and committees thereof.
Observer Rights. As long as (i) Longitude Capital owns not less than 250,000 shares of Series A Preferred Stock (or an equivalent amount of Common Stock issued upon conversion thereof and (ii) Arboretum Ventures II, L.P. and Arboretum Ventures IIA, L.P. (together with Arboretum Ventures II, L.P., “Arboretum Ventures”) hold an aggregate of not less than 250,000 shares of Series A Preferred Stock (or an equivalent amount of Common Stock issued upon conversion thereof, the Company shall invite one representative from each of Longitude Capital and Arboretum Ventures to attend all meetings of its Board of Directors, including executive sessions thereof, in a nonvoting observer capacity and, in this respect, shall give such representatives copies of all notices, minutes, consents, and other materials that it provides to its directors; provided, however, that such representatives shall agree to hold in confidence and trust and to act in a fiduciary manner with respect to all information so provided; and provided further, that the Company reserves the right to withhold any information and to exclude such representatives from any meeting or portion thereof if access to such information or attendance at such meeting could adversely affect the attorney-client privilege between the Company and its counsel or result in disclosure of trade secrets or a conflict of interest, or if such Investor or its representative is a competitor of the Company.”
Observer Rights is defined in Section 2.1(a)(xii).
Observer Rights has the meaning provided in Section 4.1(c).
Observer Rights means (i) the right to attend, at the discretion of the Board, meetings of the Company’s Board of Directors in a nonvoting, observer capacity (i.e., observe and learn but not participate in the dialogue unless input is requested by a Board member or Company management), and (ii) the right to receive copies of all notices, minutes, consents, and other materials that the Company provides to all of its Board members at the same time and in the same manner as provided to such Board members; provided, however, that any Person with Observer Rights shall agree to hold in confidence and trust and to act in a fiduciary manner with respect to all information so provided; and provided further, that the Company reserves the right to withhold any information and to exclude any Person with Observer Rights from any meeting or portion thereof if access to such information or attendance at such meeting could adversely affect the attorney client privilege between the Company and its counsel or result in disclosure of trade secrets or a conflict of interest or is designated as Traffic Light Protocol Red (as defined in the Membership Agreement) or other similar confidential designation.
Observer Rights shall have the meaning set forth in Section 8 hereof. “Option Period” shall have the meaning set forth in Section 3 hereof. “Partial Option” shall have the meaning set forth in Section 3 hereof. “Person” shall mean an individual, corporation, partnership, association, joint stock company, limited liability company, joint venture, trust, governmental entity, unincorporated organization or other legal entity. “Plan” shall have the meaning set forth in Section 4(c) hereof. “Prospectus” shall mean a prospectus, as defined in Section 2(10) of the Securities Act, that meets the requirements of Section 10 of the Securities Act and is current with respect to the securities covered thereby. “Proxy Statement” shall mean a definitive proxy statement filed with the Commission relating to the Rights Offering and the transactions contemplated hereunder, together with all amendments, supplements and exhibits thereto. “Registration Rights Agreement” shall have the meaning set forth in the recitals hereof. “Record Date” shall have the meaning set forth in the recitals hereof. “Representative” shall have the meaning set forth in Section 7(b) hereof. “Rights” shall have the meaning set forth in the recitals hereof. “Rights Offering” shall have the meaning set forth in the recitals hereof. “Rights Offering Expiration Date” shall mean the date on which the subscription period under the Rights Offering expires. “Rights Offering Prospectus” shall mean the final Prospectus included in the Rights Offering Registration Statement for use in connection with the issuance of the Rights. “Rights Offering Registration Statement” shall mean the Company’s Registration Statement on Form S-3 under the Securities Act or such other appropriate form under the Securities Act, pursuant to which the Rights and underlying shares of Common Stock will be registered pursuant to the Securities Act. “Securities” shall mean those of the New Shares, Unsubscribed Shares and Additional Subscription Shares that are purchased by the Standby Purchasers pursuant to Section 2 or 3 hereof, as the case may be. “Securities Act” shall mean the Securities Act of 1933, as amended, and the rules and regulations promulgated by the Commission thereunder. “Standby Purchaser” shall have the meaning set forth in the preamble hereof. “Subscription Agent” shall have the meaning set forth in Section 7(a)(vii) hereof. “Subscription Price” shall have the meaning set forth in the recitals hereof. “Termination Date” shall have the...