Registrable Securities

Registrable Securities. Any Contributed Shares and any securities that may be issued or distributed or be issuable in respect thereof by way of stock dividend, stock split or other distribution, merger, consolidation, exchange offer, recapitalization or reclassification or other similar event; provided, however, that any such security (including any Contributed Share) shall cease to be a "Registrable Security" (i) to the extent that such security has been sold or transferred by the Trust, whether pursuant to an... effective registration statement, in accordance with Rule 144 or otherwise; or (ii) to the extent that such security may be sold by the Trust to the public in accordance with Rule 144 without the satisfaction of any condition under such rule except for, and only upon the satisfaction of, the holding period requirement in paragraph (d) of such rule. View More

Registrable Securities. Means the Shares; provided, that Registrable Securities shall not include: (a) any Shares the offering and sale of which have been registered under the Securities Act and disposed of pursuant to an effective Registration Statement or otherwise transferred to a Person who is not entitled to the registration and other rights hereunder; (b) any Shares that have been sold or transferred by the Holder thereof pursuant to Rule 144 (or any similar provision then in force under the Securities Act) and... the transferee thereof does not receive "restricted securities" as defined in Rule 144; and (c) any Shares that cease to be outstanding (whether as a result of repurchase and cancellation, conversion or otherwise). Notwithstanding the foregoing, with respect to any Holder, such Holder's Shares shall not constitute Registrable Securities if such Holder holds less than one percent (1%) of all shares of Common Stock and Class B Common Stock, collectively, outstanding as of the applicable date and all of such Holder's Shares (together with any Shares held by Affiliates of such Holder) are eligible for immediate sale in a single transaction pursuant to Rule 144 (or any successor provision) with no volume or other restrictions or limitations under Rule 144 (or any such successor provision). View More

Registrable Securities. (i) for each Holder, its Subject Securities, and (ii) for all Holders, the sum of the Subject Securities held by them as a group; provided, however, that the Subject Securities held by a particular Holder shall cease to be Registrable Securities (x) after the Registration Statement with respect to the sale of such securities shall have been declared effective under the Securities Act and such securities shall have been disposed of in accordance with the Registration Statement and with Section 2... hereof, or (y) at such time as such Holder is eligible to sell such securities in compliance with Rule 144 promulgated by the SEC under the Securities Act without any limitation as to volume or manner of sale View More

Registrable Securities. Means the Original Notes and any New Notes issued pursuant to Section 2(g) hereof; provided that such Notes shall cease to be Registrable Securities (i) when a Registration Statement with respect to such Notes has become effective under the Securities Act and such Notes have been exchanged or disposed of pursuant to such Registration Statement, (ii) when such Notes cease to be outstanding or (iii) with respect to Original Notes (except for Original Notes constituting any portion of an unsold... allotment with respect to which any Purchaser determines that it is not eligible to participate in the Registered Exchange Offer), when a Registered Exchange Offer is consummated regardless of whether such Original Notes have been exchanged in the Registered Exchange Offer. View More

Registrable Securities. (a) the Common Stock underlying the Series A Shares (b) the Common Stock issuable upon exercise of the Warrants, and (c) such other securities of the Company as determined by the Company in its sole discretion, but excluding any otherwise Registrable Securities that (i) have been sold or otherwise transferred other than to a Permitted Assignee, (ii) may be sold under the Securities Act without volume limitations, or other restrictions, either pursuant to Rule 144 of the Securities Act or... otherwise, or (iii) are at the time subject to an effective registration statement under the Securities Act View More

Registrable Securities. Means the Class A Common Stock (including any Class A Common Stock issued or issuable (directly or indirectly) upon conversion and/or exercise of any other securities of the Company) held by the Holders at any time; excluding, however, any Registrable Securities sold by a Person in a transaction in which the applicable rights under this Agreement are not assigned pursuant to Subsection 3.1, and excluding for purposes of Section 2 any shares for which registration rights have terminated pursuant... to Subsection 2.12 of this Agreement. View More

Registrable Securities. Means (i) any Common Stock issued or issuable in respect of any shares of Series A Preferred Stock issued to the Conversant Investors pursuant to the A&R Investment Agreement (whether or not such shares of Series A Preferred Stock or Common Stock are subsequently transferred to any Investor Party), (ii) any Private Placement Common Shares (as defined in the A&R Investment Agreement) issued to the Conversant Investors pursuant to the A&R Investment Agreement (whether or not such shares of Common... Stock are subsequently transferred to any Investor Party), (iii) any Backstop Shares (as defined in the A&R Investment Agreement) issued to the Conversant Investors pursuant to the A&R Investment Agreement (whether or not such Backstop Shares are subsequently transferred to any Investor Party) and (iv) any Common Stock issued or issuable upon exercise of any Warrant (as defined in the A&R Investment Agreement) issued to the Conversant Investors pursuant to the A&R Investment Agreement (whether or not such Warrants or Common Stock are subsequently transferred to any Investor Party). As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when they have been sold or distributed to the public pursuant to an offering registered under the Securities Act or sold to the public through a broker, dealer or market maker in compliance with Rule 144 or repurchased by the Company or any of its subsidiaries. For purposes of this Agreement, a Person shall be deemed to be a holder of Registrable Securities, and the Registrable Securities shall be deemed to be in existence, 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 conversion or exercise of such right), whether or not such acquisition has actually been effected, and such Person shall be entitled to exercise the rights of a holder of Registrable Securities hereunder; provided that a holder of Registrable Securities may only request that Registrable Securities in the form of Common Stock be registered pursuant to this Agreement. View More

Registrable Securities. Means (i) the Series A Warrant Shares and, solely at any time as the Registraton Statement (as defined in the Securities Purchase Agreement) or any successor registration statement is not effective, other than during an Allowable Grace Period (as defined herein), the Series B Warrant Shares, and (ii) any capital stock of the Company issued or issuable with respect to the Series A Warrant Shares (or, if applicable pursuant to the foregoing clause (i), the Series B Warrant Shares) or the Series A... Warrants, including, without limitation, (1) as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise and (2) shares of capital stock of the Company into which the shares of Common Stock (as defined in the Series A Warrants) are exercised or exchanged and shares of capital stock of a Successor Entity (as defined in the Series A Warrants) into which the shares of Common Stock are exercised or exchanged, in each case, without regard to any limitations on exercise of the Series A Warrants. View More

Registrable Securities. Means, as of any date of determination, (a) all Exchange Shares and Underlying Shares then issued and issuable upon conversion in full of the Preferred Stock (assuming on such date the shares of Preferred Stock are converted in full without regard to any conversion limitations therein), (b) 25,000,000 shares of Common Stock held by the Purchaser, which, if such 25,000,000 shares is not equal to $1,000,000 of value, valued at the lowest price at which shares of Common Stock are issued in the... Qualified Financing, shall be increased or decreased to a number of shares of Common Stock equal to $1,000,000 valued at the lowest price at which shares of Common Stock are issued in the Qualified Financing, (c) all shares of Common Stock issued and issuable as dividends on the Preferred Stock assuming all dividend payments are made in shares of Common Stock and the Preferred Stock is held for at least 3 years, (d) any additional shares of Common Stock issued and issuable in connection with any anti-dilution or reset provisions in the Exchange Agreement and Preferred Stock (in each case, without giving effect to any limitations on conversion set forth in the Certificate of Designation), and (e) any securities issued or then issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing; provided, however, that any such Registrable 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) for so long as (a) a Registration Statement with respect to the sale of such Registrable Securities is declared effective by the Commission under the Securities Act and such Registrable Securities have been disposed of by the Holder in accordance with such effective Registration Statement, (b) such Registrable Securities have been previously sold in accordance with Rule 144, or (c) such securities (not including the Registration Set-aside) become eligible for resale without volume or manner-of-sale restrictions and without current public information pursuant to Rule 144 as set forth in a written opinion letter to such effect, addressed, delivered and acceptable to the Transfer Agent and the affected Holders View More

Registrable Securities. Means (i) the Common Stock issued upon conversion of the Notes and (ii) any Common Stock issued as a dividend or other distribution with respect to, or in exchange for or in replacement of, the shares referenced in clause (i); provided, however, that any Registrable Securities shall cease to be Registrable Securities: (A) if sold by a Person in a transaction in which the applicable rights under this Agreement are not assigned pursuant to Section 3.1; or (B) when (a) a Registration Statement... covering such Registrable Securities has been declared effective and such Registrable Securities have been disposed of pursuant to such Registration Statement, (b) such Registrable Securities may be sold without manner of sale, volume, current public information or other restriction pursuant to SEC Rule 144 or (c) such Registrable Securities cease to be outstanding. View More