Registrable Securities

Example Definitions of "Registrable Securities"
Registrable Securities. Shall mean the Securities; provided, however, that a Security shall cease to be a Registrable Security upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a), the Security has been exchanged for an Exchange Security in an Exchange Offer as contemplated in Section 2(a) (provided that any Exchange Security that, pursuant to the last two sentences of Section 2(a), is included in a prospectus for use in connection with resales by broker-dealers shall be... deemed to be a Registrable Security with respect to Sections 5, 6 and 9 until resale of such Registrable Security has been effected within the 90-day period referred to in Section 2(a)); (ii) in the circumstances contemplated by Section 2(b), a Shelf Registration Statement registering such Security under the Securities Act has been declared or becomes effective and such Security has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration Statement; (iii) such Security is sold pursuant to Rule 144 under circumstances in which any legend borne by such Security relating to restrictions on transferability thereof, under the Securities Act or otherwise, is removed by the Issuers or pursuant to the Indenture; (iv) such Security is eligible to be sold pursuant to paragraph (k) of Rule 144; or (v) such Security shall cease to be outstanding View More
Found in Energy Future Holdings Corp contract
View All 9 Variations
Registrable Securities. Shall mean the The Securities; provided, however, that a Security shall cease to be a Registrable Security upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a), 2(a) hereof, the Security has been exchanged for an Exchange Security in an Exchange Offer as contemplated in Section 2(a) hereof (provided that any Exchange Security that, pursuant to the last two sentences of Section 2(a), is included in a prospectus for use in connection with resales by... broker-dealers shall be deemed to be a Registrable Security with respect to Sections 5, 6 and 9 until resale of such Registrable Security has been effected within the 90-day period Resale Period referred to in Section 2(a)); 2(a) or such Resale Period has concluded); (ii) in the circumstances contemplated by Section 2(b), 2(b) hereof, a Shelf Registration Statement registering such Security under the Securities Act has been declared or becomes effective and such Security has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration Statement; (iii) subject to Section 8(b), such Security is actually sold by the holder thereof pursuant to Rule 144 under circumstances in which any legend borne by such Security relating to restrictions on transferability thereof, under the Securities Act or otherwise, is removed by the Issuers Company or pursuant to the Indenture; or (iv) such Security is eligible to be sold pursuant to paragraph (k) of Rule 144; or (v) such Security shall cease to be outstanding View More
Found in Louisiana-Pacific Corp contract
Registrable Securities. Shall mean the The Securities; provided, however, that a Security shall cease to be a Registrable Security upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a), the Security has been exchanged for an Exchange Security in an Exchange Offer as contemplated in Section 2(a) (provided that any Exchange Security that, pursuant to the last two sentences of Section 2(a), is included in a prospectus for use in connection with resales by broker-dealers shall... be deemed to be a Registrable Security with respect to Sections 5, 6 and 9 until resale of such Registrable Security has been effected within the 90-day period referred to in Section 2(a)); 2(a); (ii) in the circumstances contemplated by Section 2(b), a Shelf Registration Statement registering such Security under the Securities Act has been declared or becomes effective and such Security has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration Statement; (iii) when such Security is sold pursuant to Rule 144 under circumstances in which any legend borne by such Security relating to restrictions on transferability thereof, under the Securities Act Freely Transferable or otherwise, is removed by the Issuers or pursuant to the Indenture; (iv) such Security is eligible to be sold pursuant to paragraph (k) of Rule 144; or (v) when such Security shall cease to be outstanding View More
Found in MDC PARTNERS INC contract
Registrable Securities. Shall mean the The Securities; provided, however, that a Security shall cease to be a Registrable Security upon the earliest to occur of the following: (i) in the circumstances contemplated by Section 2(a), the Security has been exchanged for an Exchange Security in an Exchange Offer as contemplated in Section 2(a) (provided that any Exchange Security that, pursuant to the last two sentences of Section 2(a), is included in a prospectus for use in connection with resales by broker-dealers shall... be deemed to be a Registrable Security with respect to Sections 5, 6 and 9 until resale of such Registrable Security has been effected within the 90-day period referred to in Section 2(a)); 2(a); (ii) in the circumstances contemplated by Section 2(b), a Shelf Registration Statement registering such Security under the Securities Act has been declared or becomes effective and such Security has been sold or otherwise transferred by the holder thereof pursuant to and in a manner contemplated by such effective Shelf Registration Statement; (iii) when such Security is sold pursuant to Rule 144 under circumstances in which any legend borne by such Security relating to restrictions on transferability thereof, under the Securities Act Freely Transferable or otherwise, is removed by the Issuers or pursuant to the Indenture; (iv) such Security is eligible to be sold pursuant to paragraph (k) of Rule 144; or (v) when such Security shall cease to be outstanding View More
Found in MDC PARTNERS INC contract
View Variations (9)
Registrable Securities. Means all of the Shares, together with any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Found in OMTOOL LTD contract
View All 9 Variations
Registrable Securities. Means all of (i) the Shares, together with Shares and (ii) any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Found in Eastside Distilling, Inc. contract
Registrable Securities. Means all of (i) the Warrant Shares, together with (ii) the Conversion Shares, (iii) the Interest Shares and (iv) any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Found in U.S. Dry Cleaning Services Corp contract
Registrable Securities. Means all of the The Shares, together with any shares of Common Stock securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing foregoing.
Found in Align Technology contract
View Variations (9)
Registrable Securities. Means (i) the Shares and the Warrant Shares and any other shares of Common Stock issuable pursuant to the terms of the Securities Purchase Agreement or the Warrants, and (ii) any shares of capital stock issued or issuable from time to time (with any adjustments) in replacement of, in exchange for or otherwise in respect of the Shares or the Warrant Shares.
Found in MICROVISION, INC. contract
View All 7 Variations
Registrable Securities. Means (i) The Conversion Shares, the Shares Warrants and the Warrant Shares and Shares, any other shares of Common Stock issuable pursuant to the terms of the Securities Purchase Agreement Certificate of Designation or the Warrants, and (ii) any shares of capital stock issued or issuable from time to time (with any adjustments) in replacement of, in exchange for or otherwise in respect of the Shares Conversion Shares, the Warrants or the Warrant Shares. Shares; provided, however, that... "Registrable Securities" shall not include any such shares that have been sold to the public pursuant to the Registration Statement or Rule 144 or that can be publicly sold to the public without volume restrictions pursuant to Rule 144 (and giving effect to the ability to net exercise the Warrants pursuant to the provisions of the Warrants). View More
Found in Adamis Pharmaceuticals Corp contract
Registrable Securities. Means (i) the Incentive Shares and the Warrant Shares and any other shares of Common Stock issuable pursuant to the terms of the Securities Purchase Agreement or the Warrants, Conversion Agreement, and (ii) any shares of capital stock issued or issuable from time to time (with any adjustments) in replacement of, in exchange for or otherwise in respect of the Shares or the Warrant Incentive Shares.
Found in MICROVISION, INC. contract
Registrable Securities. Means (i) the The Conversion Shares and the Warrant Shares and any other shares of Common Stock issuable pursuant to the terms of the Securities Purchase Agreement Preferred Stock or the Warrants, and (ii) any shares of capital stock issued or issuable from time to time (with any adjustments) in replacement of, in exchange for or otherwise in respect of the Conversion Shares or the Warrant Shares. Shares
Found in MICROVISION, INC. contract
View Variations (7)
Registrable Securities. (i) Securities other than those that have been (A) registered under a Registration Statement and disposed of in accordance therewith or (B) distributed to the public pursuant to Rule 144 under the Act or any successor rule or regulation thereto that may be adopted by the Commission and (ii) any New Securities resale of which by the Holder thereof requires compliance with the prospectus delivery requirements of the Act
Found in Frontier Communications Corporation contract
View All 7 Variations
Registrable Securities. (i) Securities other than those that have been (A) registered under a Registration Statement and exchanged or otherwise disposed of in accordance therewith or (B) distributed to the public pursuant to Rule 144 under the Act or any successor rule or regulation thereto that may be adopted by the Commission and (ii) any New Securities Securities, the resale of which by the Holder thereof requires compliance with the prospectus delivery requirements of the Act
Found in Kansas City Southern contract
Registrable Securities. Shall mean (i) Securities other than those that have been (A) registered under a Registration Statement and exchanged or disposed of in accordance therewith or (B) distributed sold to the public pursuant to Rule 144 under the Securities Act or any successor rule or regulation thereto that may be adopted by the Commission and (ii) any New Securities resale of which by the Holder thereof requires compliance with the prospectus delivery requirements of the Act Securities Act.
Found in CAESARS ENTERTAINMENT Corp contract
Registrable Securities. (i) Securities other than those that (A) have been (A) registered under a Registration Statement and exchanged or disposed of in accordance therewith or pursuant to such Registration Statement, (B) may be distributed to the public pursuant to Rule 144 144(k) under the Act or any successor rule or regulation thereto that may be adopted by the Commission Commission, or (C) cease to be outstanding, and (ii) any New Securities Securities, the resale of which by the Holder thereof requires... compliance with the prospectus delivery requirements of the Act View More
Found in U.S. Concrete, Inc. contract
View Variations (7)
Registrable Securities. Means (i) the Conversion Shares issued or issuable upon conversion of the Notes, (ii) the Warrant Shares issued or issuable upon exercise of the Warrants, (iii) the Interest Shares issued or issuable under the Notes and (iv) any share capital of the Company issued or issuable with respect to the Conversion Shares, the Notes, the Warrant Shares or the Warrants as a result of any share split, share dividend, recapitalization, exchange or similar event or otherwise, without regard to any... limitations on conversions of the Notes or exercises of the Warrants. View More
Found in MICROVISION, INC. contract
View All 6 Variations
Registrable Securities. Means (i) the Conversion Shares issued or issuable upon conversion of the Notes, Common Shares, (ii) the Warrant Shares issued or issuable upon exercise of the Warrants, Warrants and (iii) the Interest Shares issued or issuable under the Notes and (iv) any share shares of capital of the Company stock issued or issuable with respect to the Conversion Common Shares, the Notes, the Warrant Shares or the Warrants as a result of any share stock split, share stock dividend, recapitalization, exchange... or similar event or otherwise, without regard to any limitations on conversions of the Notes or exercises exercise of the Warrants. View More
Found in STRATA Skin Sciences, Inc. contract
Registrable Securities. Means (i) the Conversion Shares issued or issuable upon conversion of the Notes, (ii) the Warrant Shares issued or issuable upon exercise of the Warrants, (iii) the Interest Shares issued or issuable under the Notes and (iv) (ii) any share capital of the Company issued or issuable with respect to the Conversion Shares, the Notes, the Warrant Shares or the Warrants Notes as a result of any share split, share dividend, recapitalization, exchange or similar event or otherwise, without regard to... any limitations on conversions of the Notes or exercises of the Warrants. Notes. View More
Found in Williams Industrial Services Group Inc. contract
Registrable Securities. Means (i) the Conversion Shares issued or issuable upon conversion of the Notes, Preferred Shares, (ii) the Warrant Shares issued or issuable upon exercise of the Warrants, Warrants and (iii) the Interest Shares issued or issuable under the Notes and (iv) any share capital stock of the Company issued or issuable issuable, with respect to the Preferred Shares, the Conversion Shares, the Notes, the Warrant Shares or the Warrants as a result of any share split, share dividend, recapitalization,... exchange or similar event or otherwise, without regard to any limitations on conversions of the Notes Preferred Shares or exercises of the Warrants. View More
Found in Inuvo, Inc. contract
View Variations (6)
Registrable Securities. For a given Registration, means (a) any Common Shares (the "Conversion Shares") issued or issuable upon conversion of or otherwise pursuant to the Convertible Notes (without giving effect to any limitations on conversion set forth in the Convertible Notes), (b) any shares of capital stock issued or issuable as a dividend on or in exchange for or otherwise with respect to any of the foregoing, (c) any additional Common Shares issuable in connection with any anti-dilution provisions in the... Convertible Notes and (d) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing. View More
Found in POZEN INC contract
View All 6 Variations
Registrable Securities. For a given Registration, means (a) any shares of Common Shares (the "Conversion Shares") Stock issued or issuable upon conversion of of, or otherwise pursuant to to, the Convertible Notes (without giving effect to any limitations on conversion set forth in the Convertible Notes), (b) any shares of capital stock issued or issuable as a dividend on or in exchange for or otherwise with respect to any of the foregoing, (c) any additional shares of Common Shares Stock issuable in connection with... any anti-dilution provisions in the Convertible Notes Notes, (d) any other shares of Common Stock issuable pursuant to the terms of the Notes, and (d) (e) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to any of the foregoing. View More
Found in Intersect ENT, Inc. contract
Registrable Securities. For a given Registration, means (a) any shares of Common Shares (the "Conversion Shares") Stock issued or issuable upon conversion of or otherwise pursuant to the Convertible Notes (without giving effect to any limitations on conversion exercise set forth in the Convertible Notes), (b) any additional shares of capital stock Common Stock issued or issuable as a dividend on or in exchange for or otherwise with respect to any of the foregoing, (c) any additional Common Shares issuable in... connection with any anti-dilution provisions in the Convertible Notes, (c) any other shares of Common Stock issued or issuable pursuant to the terms of the Purchase Agreement, the Transaction Documents, the Notes or this Agreement, and (d) any securities issued or issuable in exchange for or upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing. foregoing (collectively, all shares under clauses (a)-(d), the "Note Shares") View More
Found in AEHR TEST SYSTEMS contract
Registrable Securities. For a given Registration, means (a) any Common Shares (the "Conversion Shares") issued or issuable upon conversion exchange of or otherwise pursuant to the Convertible Exchangeable Notes (without giving effect to any limitations on conversion exchange set forth in the Convertible Exchangeable Notes), (b) any shares of capital stock issued or issuable as a dividend on or in exchange for or otherwise with respect to any of the foregoing, (c) any additional Common Shares issuable in connection... with any anti-dilution provisions in the Convertible Exchangeable Notes and (d) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing. View More
Found in POZEN INC contract
View Variations (6)
Registrable Securities. Means (a) any shares of Common Stock issued to the Investors upon exercise of any Warrants owned by the Investors at any time, and (b) any shares of Common Stock issued or issuable with respect to any shares described in subsection (a) above by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities... when (i) a Registration Statement covering such securities has been declared effective by the Commission and such securities have been disposed of pursuant to such effective Registration Statement, (ii) such securities are sold under circumstances in which all of the applicable conditions of Rule 144 (or any similar provision then in force) under the Securities Act are met, or (iii) such securities shall have ceased to be outstanding. In addition, as to the Registrable Securities held collectively by any particular Investor and its Affiliates, such securities shall cease to be Registrable Securities at such time following the second anniversary of the IPO that all such securities may be sold in a single transaction pursuant to Rule 144 and such securities represent less than one percent (1%) of the then outstanding shares of Common Stock. View More
Found in Landmark Apartment Trust, Inc. contract
View All 5 Variations
Registrable Securities. Means (a) any shares of Common Stock issued to held by the Investors Investor or issuable upon conversion, exercise or exchange of any Warrants the Warrant owned by the Investors Investor at any time, and (b) any shares of Common Stock issued or issuable with respect to any shares described in subsection (a) above by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. reorganization (it being... understood that for purposes of this Agreement, a Person shall be deemed to be a holder of Registrable Securities whenever such Person has the right to then acquire or obtain from the Company any Registrable Securities, whether or not such acquisition has actually been effected). As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when (i) a Registration Statement covering such securities has been declared effective by the Commission and such securities have been disposed of pursuant to such effective Registration Statement, (ii) such securities are sold under circumstances in which all of the applicable conditions of Rule 144 (or any similar provision provisions then in force) under the Securities Act are met, (iii) such securities are otherwise transferred and such securities may be resold without subsequent registration under the Securities Act, or (iii) (iv) such securities shall have ceased to be outstanding. In addition, as to the Registrable Securities held collectively by any particular Investor and its Affiliates, such securities shall cease to be Registrable Securities at such time following the second anniversary of the IPO that all such securities may be sold in a single transaction pursuant to Rule 144 and such securities represent less than one percent (1%) of the then outstanding shares of Common Stock. View More
Found in TWINLAB CONSOLIDATED HOLDINGS, INC. contract
Registrable Securities. Means (a) a any shares of Common Stock issued to the Investors Investor upon exercise of any Warrants owned by the Investors Investor at any time, and (b) b any shares of Common Stock issued or issuable with respect to any shares described in subsection (a) a above by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. As to any particular Registrable Securities, such securities shall cease to be... Registrable Securities when (i) i a Registration Statement covering such securities has been declared effective by the Commission and such securities have been disposed of pursuant to such effective Registration Statement, (ii) ii such securities are sold under circumstances in which all of the applicable conditions of Rule 144 (or or any similar provision then in force) force under the Securities Act are met, or (iii) iii such securities shall have ceased to be outstanding. In addition, as to the Registrable Securities held collectively by any particular the Investor and its Affiliates, such securities shall cease to be Registrable Securities at such time following the second anniversary of the IPO that all such securities may be sold in a single transaction pursuant to Rule 144 and such securities represent less than one percent (1%) 1 of the then outstanding shares of Common Stock. View More
Found in Landmark Apartment Trust, Inc. contract
Registrable Securities. Means (a) Means, at any time, all of the shares of Common Stock issued or issuable to the Investors Investor upon exercise conversion of any Warrants owned by the Investors at any time, shares of Preferred Stock and (b) any shares of Common Stock issued or issuable to the Investor with respect to any such shares described in subsection (a) above by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other... reorganization. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when (i) a Registration Statement covering such securities has been declared effective by the Commission and such securities have been disposed of pursuant to such effective Registration Statement, (ii) such securities are may be sold under circumstances in which all of the applicable conditions of Rule 144 (or any similar provision then in force) under the Securities Act are met, met without volume limitations or other restrictions on transfer thereunder, (iii) such securities shall have ceased to be outstanding. In addition, as to the Registrable Securities held collectively by any particular Investor and its Affiliates, outstanding or (iv) such securities shall cease are no longer owned by Investor or issuable upon conversion to be Registrable Securities at such time following the second anniversary of the IPO that all such securities may be sold in a single transaction pursuant to Rule 144 and such securities represent less than one percent (1%) of the then outstanding shares of Common Stock. Investor. View More
Found in CARROLS RESTAURANT GROUP, INC. contract
View Variations (5)
Registrable Securities. The shares of Common Stock issued upon the conversion of the Note and issuable upon exercise of the Warrants
Found in LIME ENERGY CO. contract
View All 5 Variations
Registrable Securities. The shares of Common Stock issued issuable upon the conversion of the Note and issuable upon exercise of the Warrants
Found in UPD HOLDING CORP. contract
Registrable Securities. The Means the Interest Shares and the shares of Common Stock issued upon the conversion of the Note and issuable upon exercise of the Warrants Warrants.
Found in HUMBL, INC. contract
Registrable Securities. The Interest Shares and the shares of Common Stock issued upon the conversion of the Note and issuable upon exercise of the Warrants
Found in HUMBL, INC. contract
View Variations (5)
Registrable Securities. The shares of Common Stock issuable on exercise of the Warrants issued to the Purchaser, but excluding (i) any Registrable Securities that have been publicly sold or may be sold immediately without registration under the Securities Act either pursuant to Rule 144 of the Securities Act or otherwise; (ii) any Registrable Securities sold by a person in a transaction pursuant to a registration statement filed under the Securities Act or (iii) any Registrable Securities that are at the time subject... to an effective registration statement under the Securities Act. View More
Found in BLACKSANDS PETROLEUM, INC. contract
View All 5 Variations
Registrable Securities. The (i) shares of Common Stock issuable on exercise of the Warrants issued to each Purchaser pursuant to the Purchaser, Subscription Agreements, and (ii) shares of Common Stock issued or issuable to SMH pursuant to the Placement Agent Warrant, but in each case excluding (i) (A) any Registrable Securities that have been publicly sold or may be publicly sold immediately without registration under the Securities Act either pursuant to Rule 144 144(k) of the Securities Act or otherwise; (ii) (B)... any Registrable Securities sold by a person in a transaction pursuant to a registration statement filed under the Securities Act Act; or (iii) (C) any Registrable Securities that are at the time subject to an effective registration statement under the Securities Act. View More
Found in HOUSTON AMERICAN ENERGY CORP contract
Registrable Securities. The shares of Common Stock issuable on exercise of Investor Shares and the Warrants issued to the Purchaser, Registrable Warrant Shares but excluding (i) any Registrable Securities that have been publicly sold or may be sold immediately without registration under the Securities Act either pursuant to Rule 144 144(k) of the Securities Act or otherwise; (ii) any Registrable Securities sold by a person in a transaction pursuant to a registration statement filed under the Securities Act Act, or... (iii) any Registrable Securities that are at the time subject to an effective registration statement under the Securities Act. Act View More
Found in ORGANOVO HOLDINGS, INC. contract
Registrable Securities. The shares of Common Stock issued or issuable to each Purchaser in connection with such Purchaser's purchase of Units pursuant to the Subscription Agreements, including the shares of Common Stock issuable on exercise of the Investor Warrants issued to the Purchaser, Purchasers in connection with their purchase of Units but excluding (i) any Registrable Securities that have been publicly sold or may be sold immediately without registration under the Securities Act either pursuant to Rule 144 of... the Securities Act or otherwise; (ii) any Registrable Securities sold by a person in a transaction pursuant to a registration statement filed under the Securities Act Act, or (iii) any Registrable Securities that are at the time subject to an effective registration statement under the Securities Act. View More
Found in Kreido Biofuels, Inc. contract
View Variations (5)
Registrable Securities. The shares of Common Stock issuable upon exercise of the Warrants
Found in iSign Solutions Inc. contract
View All 5 Variations
Registrable Securities. The Means (i) the Shares, and (ii) the shares of Common Stock issuable upon exercise of the Warrants Warrants.
Found in SUREBEAM CORP contract
Registrable Securities. The Only the shares of Common Stock issuable upon exercise of the Warrants Warrant
Found in BIODELIVERY SCIENCES INTERNATIONAL INC contract
Registrable Securities. The Means (i) the shares of Common Stock issuable upon conversion of the Notes and (ii) the shares of Common Stock issuable upon exercise of the Warrants Warrants.
Found in iSign Solutions Inc. contract
View Variations (5)
All Definitions