Registrable Securities

Registrable Securities. Means (i) the Common Stock issuable or issued upon conversion of the Note (including any Make-Whole Shares, as defined in the Note), (ii) the Common Stock issuable upon exercise of the Warrants, and (iii) any securities issued (or issuable upon the conversion or exercise of any warrant, right or other security) that is issued as a dividend, stock split, recapitalization or other distribution with respect to, or in exchange for, or in replacement of, the securities referenced in clause (i) and... (ii) (without giving effect to any election by the Company therein), above or this clause (iii) at the "floor" price set forth in the Notes and Warrants; provided, however, that the term "Registrable Securities" shall exclude in all cases any securities (1) sold or exchanged by a Person pursuant to an effective registration statement under the Act or in compliance with Rule 144, (2) that are Freely Tradable (it being understood that for purposes of determining eligibility for resale under clause (2) of this proviso, no securities held by any Holder shall be considered Freely Tradable to the extent such Holder reasonably determines that it is an Affiliate of the Company) or (3) that shall have ceased to be outstanding. View More

Registrable Securities. The Conversion Shares issued or issuable upon conversion or otherwise pursuant to the Notes including, without limitation, Damages Shares (as defined in the Notes) issued or issuable pursuant to the Notes, shares of Common Stock issued or issuable in payment of the Standard Liquidated Damages Amount (as defined in the Securities Purchase Agreement), shares issued or issuable in respect of interest or in redemption of the Notes in accordance with the terms thereof), and 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. View More

Registrable Securities. (a) the Offering Shares, (b) the Warrant Shares, and (c) other shares of Restricted Common Stock held by the Holders, hereinafter acquired or issuable in respect of the foregoing shares of Common Stock by way of conversion, dividend, stock-split, distribution or exchange, merger, consolidation, recapitalization or reclassification or similar transaction; but, in each case, excluding any otherwise Registrable Securities that (i) have been sold or otherwise transferred other than to a Permitted... Assignee or (ii) have been sold under Rule 144 of the Securities Act View More

Registrable Securities. Means all of (i) the Draw Down Shares, (ii) the Commitment Shares and (iii) 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

Registrable Securities. (i) the Underlying Shares, the Warrant Shares and the shares of Common Stock or other securities issued or issuable to each Holder or its permitted transferee or designee (a) upon conversion or redemption of the Note and upon exercise of the Warrants, or (b) upon any distribution with respect to, any exchange for or any replacement of the Note or the Warrants, or (c) upon any conversion, exercise or exchange of any securities issued in connection with any such distribution, exchange or... replacement; (ii) securities issued or issuable upon any stock split, stock dividend, recapitalization or similar event with respect to the Common Stock or other securities referred to in clause (i) of this definition; and (iii) any other security issued as a dividend or other distribution with respect to, in exchange for, or in replacement of, the Note, the Warrants or the securities referred to in the preceding clauses of this definition. View More

Registrable Securities. Means: (i) the Selling Stockholder Shares, (ii) the Conversion Shares and (iii) any securities issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event, or any conversion price adjustment with respect to any of the securities referenced in (i) or (ii) above

Registrable Securities. Means any Common Stock or other Equity Securities held by a Holder. As to any particular Registrable Securities, once issued such securities shall cease to be Registrable Securities when (i) they are sold pursuant to an effective Registration Statement under the Securities Act, (ii) they are sold pursuant to Rule 144 (or any similar provision then in force under the Securities Act), (iii) they shall have ceased to be outstanding or (iv) they have been sold in a private transaction in which the... transferor's rights under this Agreement are not assigned to the transferee of the securities. No Registrable Securities may be registered under more than one Registration Statement at any one time. View More

Registrable Securities. Means (i) the Ordinary Shares, and the Ordinary Shares issuable upon exercise of the Company's warrants to purchase Ordinary Shares or issuable upon exercise of the Unit Purchase Options or issuable upon exercise of the Company's warrants to purchase Ordinary Shares included within the Unit Purchase Options, each as purchased by the Founders in private placement transactions prior to or concurrently with the Company's initial public offering, (ii) the Ordinary Shares to be issued pursuant to... the Merger Agreement, (iii) any Ordinary Shares issued or issuable upon the exercise of any equity security of the Company that is issuable upon conversion of any working capital loans in an amount up to $500,000 made to the Company by any Holder and (iv) all Ordinary Shares issued to any Holder with respect to the securities referred to in clauses (i), (ii) and (iii) above by way of any stock split, stock dividend, recapitalization, combination of shares, acquisition, consolidation, reorganization, share exchange, share reconstruction, amalgamation, contractual control arrangement or similar event; provided, however, that as to any particular Registrable Securities, such securities shall cease to be Registrable Securities when (a) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (b) such securities shall have been otherwise transferred, new certificates for such securities or uncertificated shares not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of such securities shall not require registration under the Securities Act; (c) such securities shall have ceased to be outstanding; or (d) such securities have been sold to, or through, a broker, dealer or underwriter in a public distribution or other public securities transaction; provided, that any Registrable Securities held by any Holder that may be sold under Rule 144(b)(1)(i) without limitation under any of the other requirements of Rule 144 (as confirmed by an opinion of the Company's counsel) shall cease to be Registrable Securities. View More

Registrable Securities. Shall mean (i) any Security issued to or otherwise acquired by any Management Securityholder and (ii) any equity securities issued or issuable directly or indirectly with respect to any of the foregoing securities referred to in clause (i) by way of security dividend or security split or in connection with a combination of securities, recapitalization, merger, consolidation or other reorganization. As to any particular securities constituting Registrable Securities, such securities will cease... to be Registrable Securities when they have been (x) effectively registered under the securities laws of the United States or any other country and disposed of in accordance with the registration statement covering them, or (y) sold to the public pursuant to Rule 144 under the Securities Act. View More

Registrable Securities. The Registrable Common Shares together with the Registrable Warrant Shares