Registrable Securities Definition Example with 15 Variations

This page contains an example definition of Registrable Securities, followed by definitions with minor variations. You can view the differences between the example and variations by selecting the "Show Differences" option.
Registrable Securities. All of the Merger Shares. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such... securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; or (d) the Registrable Securities are freely saleable under Rule 144 without volume limitations View More

Variations

Registrable Securities. All of the Merger BFI Consideration Common Shares. Registrable Securities shall also include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or to, in exchange for or in replacement of such Merger each of the BFI Consideration Common Shares. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities (and the Company shall not be required to maintain the effectiveness of... any, or file another, Registration Statement hereunder with respect thereto) when: (a) a Registration Statement with respect to the sale of all of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, transferred or distributed by Cardboard Box to a person that is not a Permitted Assignee, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; or (d) the such Registrable Securities are freely saleable under have been previously sold to a third party that is not a Permitted Assignee or an affiliate of the Company in accordance with Rule 144 without volume limitations View More
Registrable Securities. All the Shares, as owned at any particular point in time by an Owner, including all equity securities issued upon exercise of the Merger Shares. Registrable Securities include options or warrants held by such Owner, and any warrants, shares of capital stock securities issued or other securities of the Company issued as a dividend or other distribution issuable with respect to any such equity securities by way of distribution or in exchange for connection with any reorganization or in... replacement of such Merger Shares. other recapitalization, merger, consolidation or otherwise. As to any particular Registrable Securities, once issued, such securities shall cease to be Registrable Securities when: when (a) a Registration Statement registration statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; registration statement, (b) such securities shall have been distributed to the public pursuant to Rule 144 (or any successor provision) under the Securities Act, (c) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution disposition of them shall not require registration or qualification of them under the Securities Act; (c) Act or any similar state law then in force, or (d) such securities shall have ceased to be outstanding; or (d) the Registrable Securities are freely saleable under Rule 144 without volume limitations outstanding. View More
Registrable Securities. All all of the Merger Shares. shares of Common Stock owned or held by Investors. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. shares of Common Stock. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such... securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; outstanding, or (d) the Securities and Exchange Commission makes a definitive determination to the Company that the Registrable Securities are freely saleable salable under Rule 144 without volume limitations 144(k). View More
Registrable Securities. All (i) all of the Merger Shares. shares of Common Stock beneficially owned or held by Investors prior to the consummation of the Company's initial public offering and as of the date of this Agreement; and (ii) all of the Sponsors' Warrants (and underlying shares of Common Stock). Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger... Shares. shares of Common Stock. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, transferred pursuant to Rule 144 under the Securities Act (or any similar rule or regulation then in force), new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; or (c) such securities shall have ceased to be outstanding; or (d) outstanding. For purposes of this Agreement, the Investors' Common Stock and the shares of Common Stock issuable upon exercise of the Sponsors' Warrants shall together constitute one "class" of Registrable Securities and the Sponsors' Warrants shall constitute another class of Registrable Securities, provided that no Registrable Securities shall be part of the relevant class until the Release Date for such Registrable Securities. A "percentage" (or a "majority") of the Registrable Securities are freely saleable under Rule 144 without volume limitations or any class thereof (or, where applicable, of any other securities) shall be determined based on the total number of such securities outstanding at the relevant time. View More
Registrable Securities. All all of the Merger Shares. Shares and Founder Shares beneficially owned or held by Stockholders. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. shares. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of all... such securities shall have become effective under the Securities Act and all such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; Statement or as may be sold without volume limitations under the Securities Act; (b) all such securities shall have been otherwise transferred, transferred pursuant to Rule 144 under the Securities Act (or any similar rule or regulation then in force), new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; or (c) all such securities shall have ceased to be outstanding; or (d) outstanding. A "percentage" (or a "majority-in-interest") of the Registrable Securities are freely saleable under Rule 144 without volume limitations (or, where applicable, of any other securities) shall be determined based on the total number of such securities outstanding at the relevant time. View More
Registrable Securities. All all of the Merger Shares. Shares and Founder Shares beneficially owned or held by Stockholders. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. shares. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of all... such securities shall have become effective under the Securities Act and all such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; Statement or as may be sold without volume limitations under the Securities Act; (b) all such securities shall have been otherwise transferred, transferred pursuant to Rule 144 under the Securities Act (or any similar rule or regulation then in force), new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; or (c) all such securities shall have ceased to be outstanding; or (d) outstanding. A "percentage" (or a "majority") of the Registrable Securities are freely saleable under Rule 144 without volume limitations (or, where applicable, of any other securities) shall be determined based on the total number of such securities outstanding at the relevant time. View More
Registrable Securities. All all of (i) the shares of Common Stock owned or held by Investors; (ii) the Warrants; and (iii) the shares of Common Stock issuable upon exercise of the Merger Shares. Warrants. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. Registrable Securities. As to any particular Registrable Securities, such securities shall... cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities may be sold by the Investor without restriction; (d) such securities shall have ceased to be outstanding; or (d) (e) the Securities and Exchange Commission makes a definitive determination to the Company that the Registrable Securities are freely saleable under Rule 144 without volume limitations 144(k) View More
Registrable Securities. All all of (i) the shares of Common Stock; (ii) the Warrants; and (iii) the shares of Common Stock issuable upon exercise of the Merger Shares. Warrants, held by F3 Fund as a result of the transactions contemplated by the Purchase Agreement. Registrable Securities shall also be deemed to include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. Registrable Securities. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; outstanding, or (d) the Commission makes a definitive determination to the Company that the Registrable Securities are freely saleable may be sold or transferred under Rule 144 without volume limitations 144(k) View More
Registrable Securities. All means (i) the Shares and any shares of Common Stock held by the Holders and Founders immediately following the closing of the Merger Shares. Registrable Securities include Business Combination, and (ii) any warrants, shares of capital stock or other securities of the Company Purchaser acquired by a Holder or Founder after the Closing, or issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. As to any particular Registrable... Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company Purchaser and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; or (d) the Registrable Securities are freely saleable under Rule 144 without volume limitations limitations. View More
Registrable Securities. All all of the Merger Shares. shares of Common Stock owned or held by Investors. Registrable Securities include any warrants, shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such Merger Shares. shares of Common Stock. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when: (a) a Registration Statement with respect to the sale of such... securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of them shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; outstanding, or (d) the Securities and Exchange Commission makes a definitive determination to the Company that the Registrable Securities are freely saleable salable under Rule 144 without volume limitations 144(k) View More
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