Registrable Securities. All of (i) the Conversion Shares issuable upon conversion of the Convertible Debentures, (ii) any additional shares issuable in connection with any anti-dilution provisions or the Convertible Debentures (without giving effect to any limitations on exercise set forth in the Convertible Debentures) and (iv) any shares of Common Stock issued or issuable with respect to the Conversion Shares, the Convertible Debentures, or as a result of any stock split, dividend or other distribution,... recapitalization or similar event or otherwise, without regard to any limitations on the conversion of the Convertible Debentures.View More
Registrable Securities. All Means all of (i) the Conversion Shares shares of Common Stock issuable upon conversion of the Convertible Debentures, (ii) any the shares of Common Stock issued and held by the Investor from conversions of the Convertible Debentures (iii) the additional shares issuable in connection with any anti-dilution provisions or of the Convertible Debentures (without giving effect to any limitations on exercise set forth in the Convertible Debentures) Debentures, as applicable) and (iv) any shares of... Common Stock issued or issuable with respect to the Conversion Shares, the Convertible Debentures, or as a result any shares described in subsections (i) and (ii) above by way of any stock split, stock dividend or other distribution, recapitalization or similar event or otherwise, otherwise (in each case without regard giving effect to any limitations on the conversion of exercise set forth in the Convertible Debentures. Debentures, as applicable). View More
Registrable Securities. All Means all of (i) the Conversion Shares issuable upon conversion of the Convertible Debentures, (ii) the Warrant Shares issued or issuable upon exercise of the Warrants, (iii) Interest Shares (as defined in the Convertible Debenture), (iv) any additional shares issuable in connection with any anti-dilution provisions in the Warrants or the Convertible Debentures (without giving effect to any limitations on exercise set forth in the Warrants or Convertible Debentures) and (iv) (v) any shares... of Common Stock issued or issuable with respect to the Conversion Shares, the Convertible Debentures, the Warrant Shares, or the Warrants as a result of any stock split, dividend or other distribution, recapitalization or similar event or otherwise, without regard to any limitations on the conversion of the Convertible Debentures. Debentures or exercise of the Warrants, provided however, Registrable Securities shall not include any shares which may be sold without volume restrictions pursuant to Rule 144(k), as determined by the counsel to the Company pursuant to a written opinion letter to such effect. View More
Registrable Securities. All Means as of any date of determination, all of (i) the Conversion Shares shares of Common Stock issuable upon conversion of the Convertible Debentures, (ii) any the shares of Common Stock issuable upon exercise of the Warrants, (iii) the additional shares issuable in connection with any anti-dilution provisions or of the Convertible Debentures or the Warrants (without giving effect to any limitations on exercise set forth in the Convertible Debentures) Debentures or the Warrants, as... applicable) and (iv) any shares of Common Stock issued or issuable with respect to the Conversion Shares, the Convertible Debentures, or as a result any shares described in subsections (i) and (ii) above by way of any stock split, stock dividend or other distribution, recapitalization or similar event or otherwise, otherwise (in each case without regard giving effect to any limitations on the conversion of exercise set forth in the Convertible Debentures. Debentures or the Warrants, as applicable). View More
Registrable Securities. The Preferred Shares, Conversion Shares, PIK Shares, and Agent Warrant Shares; provided, that a security shall cease to be a Registrable Security upon (A) sale pursuant to a Registration Statement or Rule 144 under the Securities Act, or (B) such security becoming eligible for sale by the Investors without any restriction pursuant to Rule 144 (including, without limitation, volume restrictions) and without the need for current public information required by Rule 144(c)(1) (or Rule 144(i)(2), if... applicable).View More
Registrable Securities. The Preferred Notes Shares, Conversion Shares, PIK Shares, Warrant Shares and Agent Warrant Shares; provided, that a security shall cease to be a Registrable Security upon (A) sale pursuant to a Registration Statement or Rule 144 under the Securities Act, or (B) such security becoming eligible for sale by the Investors without any restriction pursuant to Rule 144 (including, without limitation, volume restrictions) and without the need for current public information required by Rule 144(c)(1)... (or Rule 144(i)(2), if applicable). View More
Registrable Securities. The Preferred Shares, Conversion Shares, PIK Shares, (i) the shares of common stock underlying the Securities (ii) any shares of Common Stock issued as a dividend issued on the Series B Shares and Agent (iii) the PA Warrant Shares; provided, that a security shall cease to be a Registrable Security upon (A) sale pursuant to a Registration Statement or Rule 144 under the Securities Act, or (B) such security becoming eligible for sale by the Investors holder thereof without any restriction... pursuant to Rule 144 (including, without limitation, volume restrictions) and without the need for current public information required by Rule 144(c)(1) (or Rule 144(i)(2), if applicable). View More
Registrable Securities. The Preferred Shares, Conversion Shares, PIK Shares, Shall mean the Common Shares and Warrant Shares and Agent Warrant Shares; provided, that a security shall cease to be a Registrable Security upon (A) sale pursuant to a Registration Statement or Rule 144 under the Securities Act, or (B) such security becoming eligible for sale by the Investors Subscribers without any restriction pursuant to Rule 144 (including, without limitation, volume restrictions) and without the need for current public... information required by Rule 144(c)(1) (or Rule 144(i)(2), if applicable). View More
Registrable Securities. Means the shares of Common Stock issued or issuable pursuant to the Collaboration Agreement, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "Common Shares"); until in the case of any of the Common Shares (a) a Registration Statement covering such Common Share has been declared effective by the Commission and... continues to be effective during the Effectiveness Period, or (b) such Common Share is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such Common Share shall not be a Registrable Security.View More
Registrable Securities. Means (i) the shares of Common Stock issued or issuable pursuant to the Collaboration Purchase Agreement, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "Common Shares"); until in the case of any of the Common Shares (a) a Registration Statement covering such Common Share has been declared effective by the... Commission and continues to be effective during the Effectiveness Period, or (b) such Common Share is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such Common Share shall not be a Registrable Security; (ii) the shares of Common Stock issued and issuable pursuant to the exercise of the Warrants, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "Warrant Shares"); until in the case of any of the Warrant Shares (a) a Registration Statement covering such Warrant Share has been declared effective by the Commission and continues to be effective during the Effectiveness Period, or (b) such Warrant Share is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such Warrant Share shall not be a Registrable Security; and (iii) the shares of Common Stock issued and issuable pursuant to the exercise of the AIRs, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "AIR Shares"); until in the case of any of the AIR Shares (a) a Registration Statement covering such AIR Share has been declared effective by the Commission and continues to be effective during the Effectiveness Period, or (b) such AIR Share is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such AIR Share shall not be a Registrable Security. View More
Registrable Securities. Means (i) the shares of Common Stock issued or issuable pursuant to the Collaboration Purchase Agreement, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "Common Shares"); until in the case of any of the Common Shares (a) a Registration Statement covering such Common Share has been declared effective by the... Commission and continues to be effective during the Effectiveness Period, or (b) such Common Share is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such Common Share shall not be a Registrable Security; (ii) the Warrants issued or issuable pursuant to the Purchase Agreement until in the case of any of the Warrants (a) a Registration Statement covering such Warrant has been declared effective by the Commission and continues to be effective during the Effectiveness Period, (b) such Warrant is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such Warrant shall not be a Registrable Security, or (c) such Warrant is fully exercised for shares of Common Stock, after which time such Warrant shall not be a Registrable Security; and (iii) the shares of Common Stock issued and issuable pursuant to the exercise of the Warrants, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "Warrant Shares"); until in the case of any of the Warrant Shares (a) a Registration Statement covering such Warrant Share has been declared effective by the Commission and continues to be effective during the Effectiveness Period, or (b) such Warrant Share is sold in compliance with Rule 144 or may be sold pursuant to Rule 144(k), after which time such Warrant Share shall not be a Registrable Security. View More
Registrable Securities. Means (i) the shares of Common Stock issued or issuable pursuant to the Collaboration Purchase Agreement, and upon any stock split, stock dividend, recapitalization or similar event with respect to such shares of Common Stock and any other securities issued in exchange of or replacement of such shares of Common Stock (collectively, the "Common Shares"); until in the case of any of the particular Common Shares Share (a) a Registration Statement covering such Common Share has been declared... effective by the Commission and continues to be effective during the Effectiveness Period, or (b) such Common Share is sold in compliance with Rule 144 or (c) such Common Share may be sold pursuant to in compliance with Rule 144(k), 144 without restriction, after which time such Common Share shall not be a Registrable Security. Security View More
Registrable Securities. (i) any Common Stock issued or issuable upon the conversion of or other exercise of rights under the Preferred Stock held by the Stockholders or (ii) any equity securities issued or issuable directly or indirectly with respect to the securities referred to in clause (i) by way of conversion or exchange thereof or share dividend or share split or in connection with a combination of shares, recapitalization, reclassification, merger, amalgamation, arrangement, consolidation or other... reorganization. As to any particular shares constituting Registrable Securities, such shares will cease to be Registrable Securities when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the Registration Statement covering therein, or (y) sold to the public through a broker, dealer or market maker pursuant to Rule 144 or other exemption from the registration requirements of the Securities Act. For purposes of this Agreement, a Person will be deemed to be a holder of Registrable Securities whenever such Person has the right to acquire directly or indirectly such Registrable Securities (upon conversion or exercise in connection with a transfer of securities or otherwise, but disregarding any restrictions or limitations upon the exercise of such right), whether or not such acquisition has actually been effected.View More
Registrable Securities. (i) (a) any share of Common Stock issued owned by Ayers as of the Effective Time or issuable upon thereafter acquired (other than through the conversion of or other exercise of rights under the Preferred Stock held by the Stockholders or (ii) options), and (b) any common equity securities issued or issuable directly or indirectly with respect to any of the foregoing securities referred to in clause (i) (a) by way of conversion or exchange thereof or share stock dividend or share stock split or... in connection with a combination of shares, recapitalization, reclassification, merger, amalgamation, arrangement, consolidation or other reorganization. As to any particular shares constituting Registrable Securities, such shares will cease to be Registrable Securities when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the Registration Statement registration statement covering therein, them, or (y) sold to the public through a broker, dealer or market maker pursuant to Securities Act Rule 144 or other exemption from sold in a block sale to a financial institution in the registration requirements ordinary course of the Securities Act. its trading business, in each case in compliance with this Agreement. For purposes of this Agreement, a Person will be deemed to be a holder of Registrable Securities whenever such Person has the right to acquire directly or indirectly such Registrable Securities (upon conversion or exercise in connection with a transfer of securities or otherwise, but disregarding any restrictions or limitations upon the exercise of such right), whether or not such acquisition has actually been effected. effected View More
Registrable Securities. Means (i) any Common Stock Ordinary Shares issued pursuant to the Merger, (ii) any Ordinary Shares issued pursuant to the Recapitalization Agreement, (iii) any Ordinary Shares issued upon exercise, exchange or issuable upon the conversion of any options, restricted stock units or other exercise of rights under to acquire Ordinary Shares that are issued in connection with the Preferred Stock held by Merger or the Stockholders Recapitalization Agreement, or (ii) (iv) any equity securities issued... or issuable directly or indirectly with respect to the securities referred to in clause the foregoing clauses (i) through (iii) by way of conversion conversion, exercise or exchange thereof or share dividend or share split or in connection with a combination of shares, recapitalization, reclassification, merger, amalgamation, arrangement, consolidation or other reorganization. As to any particular shares securities constituting Registrable Securities, such shares securities will cease to be Registrable Securities when (x) they have been (x) effectively registered or qualified for sale by prospectus filed under the Securities Act and disposed of in accordance with the Registration Statement covering therein, them or (y) they have been sold to the public through a broker, dealer or market maker pursuant to Rule 144 or Rule 145 or other exemption from the registration requirements of under the Securities Act. For purposes of this Agreement, a Person will be deemed to be a holder of Registrable Securities whenever such Person has the right to acquire directly or indirectly such Registrable Securities (upon conversion conversion, exercise or exercise exchange in connection with a transfer of securities or otherwise, but disregarding any restrictions or limitations upon the exercise of such right), whether or not such acquisition has actually been effected. View More
Registrable Securities. (i) (a) any share of Common Stock issued owned by any Stockholder as of the Effective Date or issuable upon thereafter acquired (other than through the conversion of or other exercise of rights under the Preferred Stock held by the Stockholders or (ii) options), and (b) any common equity securities issued or issuable directly or indirectly with respect to any of the foregoing securities referred to in clause (i) (a) by way of conversion or exchange thereof or share stock dividend or share stock... split or in connection with a combination of shares, recapitalization, reclassification, merger, amalgamation, arrangement, consolidation or other reorganization. As to any particular shares constituting Registrable Securities, such shares will cease to be Registrable Securities when they have been (x) effectively registered under the Securities Act and disposed of in accordance with the Registration Statement registration statement covering therein, them, or (y) sold to the public through a broker, dealer or market maker pursuant to Securities Act Rule 144 or other exemption from sold in a block sale to a financial institution in the registration requirements ordinary course of the Securities Act. its trading business, in each case in compliance with this Agreement. For purposes of this Agreement, a Person will be deemed to be a holder of Registrable Securities whenever such Person has the right to acquire directly or indirectly such Registrable Securities (upon conversion or exercise in connection with a transfer of securities or otherwise, but disregarding any restrictions or limitations upon the exercise of such right), whether or not such acquisition has actually been effected. View More
Registrable Securities. Shall mean the New Notes; provided, however, that the New Notes shall cease to be Registrable Securities when (i) a Registration Statement with respect to such New Notes shall have been declared or otherwise become effective under the Securities Act and such New Notes shall have been disposed of pursuant to such Registration Statement, (ii) such New Notes may be resold without restriction pursuant to Rule l44(k) (or any similar provision then in force, but not Rule 144A) under the Securities... Act, (iii) such New Notes shall have ceased to be outstanding or (iv) the Exchange Offer is consummated (except in the case of New Notes which may not be exchanged in the Exchange Offer).View More
Registrable Securities. Shall mean the New Notes; provided, however, provided that the New Notes shall cease to be Registrable Securities upon the earliest to occur of the following: (i) when (i) a Registration Statement with respect to such New Notes shall have been declared or otherwise has become effective under the Securities Act and such New Notes shall have been exchanged or disposed of pursuant to such Registration Statement, (ii) when such New Notes may be resold without restriction pursuant to Rule l44(k) (or... any similar provision then in force, but not Rule 144A) under the Securities Act, (iii) such New Notes shall have ceased cease to be outstanding or (iv) the Exchange Offer is consummated (except outstanding, (iii) except in the case of New Notes which may not that otherwise remain Registrable Securities and that are held by a Holder and that are ineligible to be exchanged in an Exchange Offer, when such Exchange Offer is consummated, and (iv) when such New Notes have been resold pursuant to Rule 144 under the Exchange Offer). Securities Act (but not Rule 144A) without regard to volume restrictions; provided that the Company shall have removed or caused to be removed any restrictive legend on the New Notes. View More
Registrable Securities. Shall mean the The New Notes; provided, however, provided that the New Notes shall cease to be Registrable Securities upon the earliest to occur of the following: (i) when (i) a Registration Statement with respect to such New Notes shall have been declared or otherwise has become effective under the Securities Act and such New Notes shall have been exchanged or disposed of pursuant to such Registration Statement, (ii) when such New Notes may cease to be outstanding and (iii) when such New Notes... have been resold without restriction pursuant to Rule l44(k) (or any similar provision then in force, but 144 under the Securities Act (but not Rule 144A) under without regard to volume restrictions, provided that the Securities Act, (iii) Company shall have removed or caused to be removed any restrictive legend on such New Notes shall have ceased to be outstanding or (iv) the Exchange Offer is consummated (except in the case of New Notes which may not be exchanged in the Exchange Offer).View More
Registrable Securities. Shall mean The New Notes and, if issued, the New Notes; Private Exchange Securities; provided, however, that the New Notes and, if issued, Private Exchange Securities, shall cease to be Registrable Securities when (i) a Registration Statement with respect to such New Notes shall have been declared or otherwise become effective under the Securities 1933 Act and such New Notes shall have been disposed of pursuant to such Registration Statement, (ii) such New Notes may be resold without... restriction have been sold to the public pursuant to Rule l44(k) l44 (or any similar provision then in force, but not Rule 144A) under the Securities 1933 Act, (iii) such New Notes shall have ceased to be outstanding or (iv) the Exchange Offer is consummated (except in the case of New Notes which may not be exchanged in the Exchange Offer). Offer) View More
Registrable Securities. The Preferred Stock and any Common Stock issued or issuable pursuant to the Transaction Documents, together with any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Registrable Securities. The Preferred Stock and Means any Common Stock (including Underlying Shares) issued or issuable pursuant to the Transaction Documents, together with any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing foregoing.
Registrable Securities. The Preferred Stock and any Common Stock Shares issued or issuable pursuant to the Transaction Documents, together with any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Registrable Securities. The Preferred Stock and Means any Common Stock (including Underlying Shares) issued or issuable pursuant to the Transaction Documents, together with any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing foregoing.
Registrable Securities. (i) the Shares sold to the Investors under the Purchase Agreement and (ii) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event, or any price adjustment as a result of such stock splits, reverse stock splits or similar events with respect to any of the securities referenced in (i) above. Notwithstanding the foregoing, a security shall cease to be a Registrable Security for purposes of this Agreement from and after such time as... the Holder of such security may resell such security without restriction under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Company's transfer agent and the affected Holders.View More
Registrable Securities. Means: (i) any shares of Common Stock issuable upon conversion of the Shares sold Series A Preferred Stock issued to Investors pursuant to the Investors under the Purchase Agreement Agreement, and (ii) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event, or any price adjustment as a result of such stock splits, reverse stock splits or similar events with respect to any of the securities referenced in clause (i) above.... Notwithstanding the foregoing, a security shall cease to be a Registrable Security for purposes of this Agreement from and after such time as the Holder of such security may resell such security without restriction under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Company's transfer agent and the affected Holders. View More
Registrable Securities. (i) the Shares sold to shares of Common Stock issuable or issued upon conversion of the Investors under Series C Preferred Stock held by the Purchase Agreement Holders and any assignee thereof in accordance with Section 7 of this Agreement, and (ii) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event, or any price adjustment as a result of such stock splits, reverse stock splits or similar events with respect to any of the... securities referenced in (i) above. Notwithstanding the foregoing, a security shall cease to be a Registrable Security for purposes of this Agreement from and after such time as the Holder of such security may resell such security without restriction volume restrictions under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Company's transfer agent and the affected Holders. Holders of Registrable Securities View More
Registrable Securities. (i) the Shares sold Shares, (ii) any shares of Common Stock issuable upon the exercise of warrants issued to the Investors under pursuant to the Purchase Agreement, including any shares of Common Stock issuable upon exercise of the Make Good Warrants, (iii) any shares of Common Stock issuable upon the exercise of warrants issued to any placement agent as compensation in connection with the financing that is the subject of the Purchase Agreement and (ii) (iii) any securities issued or issuable... upon any stock split, dividend or other distribution, recapitalization or similar event, or any price adjustment as a result of such stock splits, reverse stock splits or similar events with respect to any of the securities referenced in (i) – (ii) above. Notwithstanding the foregoing, a security shall cease to be a Registrable Security for purposes of this Agreement from and after such time as the Holder of such security may resell such security without restriction volume restrictions under Rule 144, as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Company's transfer agent and the affected Holders. holders View More
Registrable Securities. (i) the Shares and (ii) any Common Stock issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, Shares; provided, that the Holder has completed and delivered to the Company a selling stockholder questionnaire and any other information regarding the Holder and the distribution of the Registrable Securities as the Company may, from time to time, reasonably request for inclusion in a Registration Statement pursuant to applicable law. Notwithstanding... the foregoing, Shares or any such Common Stock, as applicable, shall cease to be Registrable Securities for all purposes hereunder upon the earliest to occur of the following: (a) the sale by any Person of such Shares or any such Common Stock, as applicable, either pursuant to a registration statement under the Securities Act or under Rule 144 (or any similar provision then in effect) (in which case, only such Shares or any such Common Stock, as applicable, sold shall cease to be Registrable Securities), (b) such Shares shall have been otherwise transferred, new certificates for such Shares not bearing a legend restricting further transfer shall have been delivered by Company and subsequent public distribution of such Shares shall not require registration under the Securities Act, or (c) such Shares cease to be outstandingView More
Registrable Securities. Means (i) the Shares, (ii) the Warrant Shares and (ii) (iii) any Common Stock issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, Shares; Shares or Warrant Shares, provided, that the Holder has completed and delivered to the Company a selling stockholder questionnaire and any other information regarding the Holder and the distribution of the Registrable Securities as the Company may, from time to time, reasonably request for inclusion in a... Registration Statement pursuant to applicable law. Notwithstanding the foregoing, Shares Securities or any such Common Stock, as applicable, shall cease to be Registrable Securities for all purposes hereunder upon the earliest to occur of the following: (a) the sale by any Person of such Shares Securities or any such Common Stock, as applicable, either pursuant to a registration statement under the Securities Act or under Rule 144 or 145 (or any similar provision then in effect) (in which case, only such Shares Securities or any such Common Stock, as applicable, sold shall cease to be Registrable Securities), (b) such Shares Securities shall have been otherwise transferred, new certificates for such Shares Securities not bearing a legend restricting further transfer shall have been delivered by Company and subsequent public distribution of such Shares Securities shall not require registration under the Securities Act, or (c) such Shares Securities cease to be outstanding outstanding. View More
Registrable Securities. (i) the Shares Shares, and (ii) any shares of Common Stock issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, Shares; Shares, whether by merger, charter amendment or otherwise; provided, that the Holder has completed and delivered to the Company a selling stockholder questionnaire in the form attached to this Agreement as Annex C (a "Selling Stockholder Questionnaire") and any other information regarding the Holder and the distribution of the... Registrable Securities as the Company may, from time to time, reasonably request for inclusion in a Registration Statement pursuant to applicable law. Notwithstanding the foregoing, Shares or any such shares of Common Stock, as applicable, and only with respect to such shares, shall cease to be Registrable Securities for all purposes hereunder upon the earliest to occur of the following: (a) the sale by any Person of such Shares or any such shares of Common Stock, as applicable, Stock either pursuant to a registration statement under the Securities Act or under Rule 144 (or any similar provision then in effect) (in which case, only 144, (b) such Shares or any such shares of Common Stock, as applicable, sold shall cease to be Registrable Securities), (b) such Shares shall have been otherwise transferred, Stock are transferred and new certificates for such Shares not bearing a legend restricting further transfer shall have been delivered by Company and subsequent public distribution of such Shares shall not require are eligible for sale without restriction by the Purchaser holding such security without any registration under the Securities Act or pursuant to Rule 144, including without any manner of sale or volume limitations, and without the requirement to be in compliance with Rule 144(c)(1) (or any successor thereto) promulgated under the Securities Act, or (c) such Shares cease to be outstanding View More
Registrable Securities. Means (i) the Shares and Shares, (ii) the Warrant Shares, (iii) any Common Stock issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, Shares; provided, that the Holder has completed and delivered to the Company a selling stockholder questionnaire and any other information regarding the Holder and the distribution of the Registrable Securities as the Company may, from time to time, reasonably request for inclusion in a Registration Statement... pursuant to applicable law. Shares or Warrant Shares. Notwithstanding the foregoing, Shares Securities or any such Common Stock, as applicable, shall cease to be Registrable Securities for all purposes hereunder upon the earliest to occur of the following: (a) the sale by any Person of such Shares Securities or any such Common Stock, as applicable, either pursuant to a registration statement under the Securities Act or under Rule 144 (or any similar provision then in effect) (in which case, only such Shares Securities or any such Common Stock, as applicable, sold shall cease to be Registrable Securities), Securities) other than to a Permitted Assignee, (b) such Shares Securities shall have been otherwise transferred, transferred (other than to a Permitted Assignee), new certificates for such Shares Securities not bearing a legend restricting further transfer shall have been delivered by Company and subsequent public distribution of such Shares Securities shall not require registration under the Securities Act, or (c) such Shares Securities cease to be outstanding outstanding. View More
Registrable Securities. Means (a) any Company Common Stock issued to a Holder pursuant to the Securities Purchase Agreement, (b) any securities issued or issuable with respect to, on account of or in exchange for Company Common Stock described in clause (a), whether by stock split, stock dividend, recapitalization, merger, consolidation or other reorganization, charter amendment or otherwise and (c) any options, warrants or other rights to acquire, and any securities received as a dividend or distribution in respect... of, any of the securities described in clauses (a) and (b) above, in each case that are held by a Holder and its Affiliates or any transferee or assignee of a Holder or its Affiliates, all of which securities are subject to the rights provided herein until such rights terminate pursuant to the provisions of this Agreement. As to any particular Registrable Securities, such securities shall not be Registrable Securities when (i) a Registration Statement registering such Registrable Securities under the Securities Act has been declared effective and such Registrable Securities have been sold, transferred or otherwise disposed of by a Holder thereof pursuant to such effective Registration Statement, (ii) such Registrable Securities are sold, transferred or otherwise disposed of pursuant to Rule 144, (iii) such securities cease to be outstanding, or (iv) such securities have become eligible for sale by a Holder pursuant to Rule 144 without any restriction on the volume or manner of such sale and all restrictive legends and stop transfer instructions have been removed with respect to all book entries representing the applicable Registrable Securities.View More
Registrable Securities. Means (a) any Company Common Stock issued to a Holder pursuant to the Securities Purchase Agreement, Stock, (b) any securities issued or issuable with respect to, on account of or in exchange for Company Common Stock described in clause (a), Stock, whether by stock split, stock dividend, recapitalization, merger, consolidation or other reorganization, charter amendment or otherwise and (c) any options, warrants or other rights to acquire, and any securities received as a dividend or... distribution in respect of, any of the securities described in clauses (a) and (b) above, in each case that are held on or after the date hereof by a Holder the Holders and its their Affiliates or any transferee or assignee of a any Holder or its Affiliates, Affiliates after giving effect to a transfer made in compliance with Section 8(f), all of which securities are subject to the rights provided herein until such rights terminate pursuant to the provisions of this Agreement. As to any particular Registrable Securities, such securities shall not be Registrable Securities when (i) a Registration Statement registering such Registrable Securities under the Securities Act has been declared effective and such Registrable Securities have been sold, transferred or otherwise disposed of by a the Holder thereof pursuant to such effective Registration Statement, (ii) such Registrable Securities are sold, transferred or otherwise disposed of pursuant to Rule 144, (iii) such securities cease to be outstanding, or (iv) such securities have become eligible for sale are held by a Holder who, together with its Affiliates, holds less than 1% of the then outstanding Company Common Stock and all such securities may be sold pursuant to Rule 144 without any restriction on the regard to volume or manner of such sale limitations and all restrictive legends and stop transfer instructions have been removed without the requirement to be in compliance with respect to all book entries representing the applicable Registrable Securities. Rule 144(c)(1). View More
Registrable Securities. Means (a) any Company Common Stock or warrants issued to a the Holder pursuant to the Securities Purchase Agreement, (b) any Company Common Stock issuable to the Holder upon exercise of warrants issued to the Holder pursuant to the Securities Purchase Agreement, (c) any securities issued or issuable with respect to, on account of or in exchange for Company Common Stock described in clause (a), clauses (a) and (b), whether by stock split, stock dividend, recapitalization, merger, consolidation... or other reorganization, charter amendment or otherwise and (c) (d) any options, warrants or other rights to acquire, and any securities received as a dividend or distribution in respect of, any of the securities described in clauses (a) (a), (b) and (b) (c) above, in each case that are held by a the Holder and its Affiliates or any transferee or assignee of a the Holder or its Affiliates, all of which securities are subject to the rights provided herein until such rights terminate pursuant to the provisions of this Agreement. As to any particular Registrable Securities, such securities shall not be Registrable Securities when (i) a Registration Statement registering such Registrable Securities under the Securities Act has been declared effective and such Registrable Securities have been sold, transferred or otherwise disposed of by a the Holder thereof pursuant to such effective Registration Statement, (ii) such Registrable Securities are sold, transferred or otherwise disposed of pursuant to Rule 144, (iii) such securities cease to be outstanding, or (iv) such securities have become eligible for sale by a the Holder pursuant to Rule 144 without any restriction on the volume or manner of such sale and all restrictive legends and stop transfer instructions have been removed with respect to all book entries representing the applicable Registrable Securities. View More
Registrable Securities. Means (a) any shares of Company Common Stock issued to (including those held as a Holder pursuant to result of, or issuable upon, the Securities Purchase Agreement, conversion or exercise of Common Stock Equivalents), (b) any securities issued or issuable issuable, directly or indirectly, with respect to, on account of or in exchange for Company Common Stock described in clause (a), Stock, whether by stock split, stock dividend, recapitalization, merger, consolidation or other reorganization,... charter amendment or otherwise and (c) any options, warrants or other rights to acquire, and any securities received as a dividend or distribution in respect of, any of the securities described in clauses (a) and (b) above, in each case that are held by a Holder the Holders and its their Affiliates or any transferee or assignee of a Holder or its Affiliates, Permitted Transferee, all of which securities are subject to the rights provided herein until such rights terminate pursuant to the provisions of this Agreement. As to any particular Registrable Securities, such securities shall not be Registrable Securities when (i) a Registration Statement registering such Registrable Securities under the Securities Act has been declared effective and such Registrable Securities have been sold, transferred or otherwise disposed of by a the Holder thereof pursuant to such effective Registration Statement, (ii) such Registrable Securities are sold, transferred or otherwise disposed of pursuant to Rule 144, or (iii) such securities cease to be outstanding, or (iv) such securities have become eligible for sale by a Holder pursuant to Rule 144 without any restriction on the volume or manner of such sale and all restrictive legends and stop transfer instructions have been removed with respect to all book entries representing the applicable Registrable Securities. outstanding. View More
Registrable Securities. Means (a) all of the shares of Common Stock issuable under the Note and Warrants issued pursuant to the Purchase Agreement and (b) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Registrable Securities. Means (a) all of the shares of Common Stock issuable under the Note Series B and the Warrants issued pursuant to the Purchase Agreement and (b) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Registrable Securities. Means (a) all of the shares of Common Stock issuable under the Original Issue Discount Senior Secured Promissory Note and Warrants issued pursuant to the Purchase Agreement and (b) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
Registrable Securities. Means (a) all of the shares of Common Stock issuable under the Note and Warrants issued pursuant to the Purchase Agreement and (b) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing
