Registrable Securities

Registrable Securities. Means (a) any Earnout Shares which may be issued to the Investor, (b) any Escrow Shares which may be released to the Investor pursuant to the terms of the Escrow Agreement, and (c) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, the Earnout Shares and/or the Escrow Shares. As to any particular Registrable Securities, such... securities shall cease to be Registrable Securities when (i) a Form S-1 registration statement or Form S-3 registration statement covering such securities has been declared effective by the SEC and such securities have been disposed of pursuant to such effective Form S-1 registration statement or Form S-3 registration statement, or (ii) such securities shall have ceased to be outstanding. View More

Registrable Securities. (i) any Warrant Shares issued or issuable upon exercise of the Warrants; and (ii) any shares of capital stock of the Company (including any shares of Common Stock) issued or issuable in exchange for or with respect to the Warrant Shares or the Warrants as a result of any stock split, stock dividend, recapitalization, exchange, adjustment or similar event or otherwise; provided, however, that any Registrable Securities shall cease to be Registrable Securities when (A) a Registration Statement... with respect to the sale of such securities becomes effective under the 1933 Act and such securities are disposed of in accordance with such Registration Statement, (B) such securities are sold in accordance with Rule 144 or (C) (x) all of such securities are eligible to be sold by the holder thereof pursuant to Rule 144 without limitation, restriction or condition thereunder, assuming, for the avoidance of doubt, that, with respect to any Warrants that have not been exercised, such Warrants will be exercised on a cash basis, and (y) none of such securities are covered by, or subject to, any restrictive legend or any other restriction or limitation on transfer of any kind imposed by or on behalf of the Company or the transfer agent for the securities of the class of such Registrable Securities. View More

Registrable Securities. (a) all shares of Common Stock that are not then subject to vesting (i.e., including shares that were at one time subject to vesting to the extent they have vested), (b) all shares of Common Stock issuable upon exercise, conversion or exchange of any vested Option, Warrant or Convertible Security and (c) all shares of Common Stock directly or indirectly issued or issuable with respect to the securities referred to in clauses (a) or (b) above by way of stock dividend or stock split or in... connection with a combination of shares, recapitalization, merger, consolidation or other reorganization, in each case constituting Shares. View More

Registrable Securities. Each of the following: (i) any and all shares of Common Stock owned after the date hereof by the Holders (irrespective of when acquired) and any shares of Common Stock issuable or issued upon exercise, conversion or exchange of other securities of the Company; and (ii) any securities of the Company issued in respect of the shares of Common Stock issued or issuable to any of the Holders with respect to the Registrable Securities by way of stock dividend or stock split or in connection with a... combination of shares, recapitalization, merger, consolidation or other reorganization or otherwise and any shares of Common Stock issuable upon conversion, exercise or exchange thereof View More

Registrable Securities. Any Company Common Stock and any other securities issued or issuable with respect to, on account of or in exchange for Registrable Securities, whether by stock split, stock dividend, recapitalization, merger, charter amendment or otherwise that are held by the Holders or that are held by any Affiliate, transferee or assignee of any Holder after giving effect to a transfer made in compliance with Section 8(f), all of which Company Common Stock 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 cease to 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 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) after the Company Common Stock has been listed for trading on a national securities exchange for at least 90 days, such Registrable Securities as are held by any Holder who, together with its Affiliates, at the time of determination, holds in the aggregate less than 1% of the Company's then outstanding shares of Common Stock, provided that such shares may be sold pursuant to Rule 144(b)(1) under the Securities Act without limitations on volume View More

Registrable Securities. (i) any Common Stock issued or issuable to any Holder, (ii) any securities of the Company issued or issuable directly or indirectly with respect to the securities referred to in clause (i) immediately above and clause (iii) immediately below by way of dividend, split, combination, recapitalization, exchange, merger, consolidation or other reorganization, and (iii) any shares of Common Stock held by any Holder on the date hereof or thereafter. As to any particular Registrable Securities, such... securities will cease to be Registrable Securities when they have been (a) distributed to the public pursuant to an offering registered under the Securities Act or (b) sold to the public through a broker, dealer or market maker in compliance with Rule 144. For purposes of this Agreement, a Person will be deemed to be a Holder whenever such Person has the right to acquire such Registrable Securities (upon conversion or exercise in connection with a transfer of securities or otherwise), whether or not such acquisition has actually been effected. View More

Registrable Securities. (i) the Underlying Shares, and (ii) any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization, anti-dilution adjustment or similar event with respect to the foregoing or in connection with any provisions in the Notes and/or Warrants

Registrable Securities. Shall mean the shares of Common Stock issued pursuant to valid accepted subscriptions under the Confidential Private Placement Memorandum of the Company dated November 13, 2013.

Registrable Securities. At any time the Common Stock, provided that a security shall not be a Registrable Security if (i) a registration statement with respect to the offering of such security by the holder thereof shall have been declared effective under the Securities Act and such security shall have been disposed of by such holder pursuant to such registration statement, (ii) such security shall have been Transferred by the holder thereof and new certificates for such security not bearing a legend restricting... further transfer shall have been delivered by the Company or its transfer agent and any subsequent Transfer of such security shall not require registration or qualification under the Securities Act or any similar state law then in force or (iii) such security may be Transferred by the holder thereof without registration under the Securities Act in reliance on Rule 144 and all of the conditions required by Rule 144(b)(1)(i) are then met (provided that, if at any subsequent time such security either may not be Transferred by the holder thereof without registration under the Securities Act in reliance on Rule 144 or the conditions required by Rule 144(b)(1)(i) are not then met, then such security shall again be a Registrable Security). For the avoidance of doubt it is acknowledged and agreed that if notwithstanding the availability of an exemption from the registration requirements of the Securities Act (including under Section 3(a)(9) thereof by virtue of a Cashless Exercise (as defined in the Warrants)) with respect to the exercise of all or any portion of a Warrant, a Stockholder elects to exercise such Warrant in accordance with Section 3(b)(i) thereof, the Warrant Shares issuable upon such exercise shall cease to be Registrable Securities. View More

Registrable Securities. Each Security upon original issuance of the Securities and at all times subsequent thereto and each Exchange Security as to which Section 2(c)(iv) hereof is applicable upon original issuance and at all times subsequent thereto, until in the case of any such Security or Exchange Security, as the case may be, the earliest to occur of (i) a Registration Statement (other than, with respect to any Exchange Security as to which Section 2(c)(iv) hereof is applicable, the Exchange Offer Registration... Statement) covering such Security or Exchange Security, as the case may be, has been declared effective by the SEC and such Security or Exchange Security, as the case may be, has been disposed of in accordance with such effective Registration Statement, (ii) such Security or Exchange Security, as the case may be, is Freely Tradable and (iii) such Security or Exchange Security, as the case may be, ceases to be outstanding for purposes of the Indenture. View More