Registrable Shares

Example Definitions of "Registrable Shares"
Registrable Shares. Means (a) the shares of the Purchase Agreement Common Stock, (b) the shares of Common Stock issued or issuable upon conversion of the Shares, (c) any other shares of Common Stock, and any shares of Common Stock issued or issuable upon the conversion or exercise of any other securities, acquired by the Purchasers and (d) any other shares of Common Stock issued in respect of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations or similar events); provided,... however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act. Wherever reference is made in this Agreement to a request or consent of holders of a certain percentage of Registrable Shares, the determination of such percentage shall include shares of Common Stock issuable upon conversion of the Preferred Shares even if such conversion shall not yet have been effected. View More
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Registrable Shares. Means Means: (a) the shares of the Purchase Agreement Common Stock, (b) the shares of Common Stock issued or issuable upon conversion of the Shares, Shares; (b) the shares of Common Stock issued or issuable upon conversion or exercise of the Warrants; (c) the shares of Common Stock owned by the Stockholders on the date hereof; (d) any other shares of Common Stock, and any shares of Common Stock issued or issuable upon the conversion or exercise of any other securities, acquired by the ... class="diff-color-red">Purchasers Stockholders; and (d) (e) any other shares of Common Stock issued in respect of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations or similar events); provided, however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act. Wherever reference is made in this Agreement to a request or consent of holders of a certain percentage of Registrable Shares, the determination of such percentage shall include shares of Common Stock issuable upon conversion of the Preferred Shares even if such conversion shall has not yet have been effected. View More
Registrable Shares. Means (a) the shares of the Purchase Agreement Common Stock, (b) the shares of Common Stock issued or issuable upon conversion of the Shares, (c) (b) any other shares of Common Stock, and any shares of Common Stock issued or issuable upon the conversion or exercise of any other securities, acquired by the Purchasers pursuant to Section 3 or the Fourth Amended and (d) Restated Right of First Refusal and Co-Sale Agreement among the Company, certain of the Purchasers and certain other parties... thereto dated the date hereof and (c) any other shares of Common Stock issued in respect of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations or similar events); provided, however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares upon (i) any sale pursuant to a Registration Statement or Rule 144 under the Securities Act, (ii) any sale in any manner to a person or entity which is not entitled, pursuant to Section 6, to the rights under this Agreement or (iii) at such time, following an Initial Public Offering, as they become eligible for sale pursuant to Rule 144(b)(1)(i) under the Securities Act. Wherever reference is made in this Agreement to a request or consent of holders of a certain percentage of Registrable Shares, the determination of such percentage shall include shares of Common Stock issuable upon conversion of the Preferred Shares even if such conversion shall has not yet have been effected. effected View More
Registrable Shares. Means (a) the shares of the Purchase Agreement Common Stock, (b) the shares of Common Stock issued or issuable upon conversion of the Shares, (c) (b) any other shares of Common Stock, and any shares of Common Stock issued or issuable upon the conversion or exercise of any other securities, acquired by the Purchasers pursuant to Section 3 of this Agreement or pursuant to the Amended and Restated Right of First Refusal and Co-Sale Agreement among the Company, the Purchasers and certain other... parties thereto dated the date hereof, (c) in the case of Affiliated Parties of MPM BioVentures IV-QP, LP, an aggregate of 535,000 Shares of Common Stock (subject to appropriate adjustment for stock splits, stock dividends, recapitalizations and similar events occurring after the date of this Agreement) held as of the date of this Agreement and (d) any other shares of Common Stock issued in respect respect, replacement, or exchange of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations or similar events); provided, however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares (i) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act, (ii) upon any sale in any manner to a person or entity which is not entitled, pursuant to Section 6, to the rights under this Agreement, or (iii) at such time, following an Initial Public Offering, as they become eligible for sale pursuant to Rule 144(b)(1) under the Securities Act. Wherever reference is made in this Agreement to a request or consent of holders of a certain percentage of Registrable Shares, the determination of such percentage shall include shares of Common Stock issuable upon conversion of the Preferred Shares even if such conversion shall has not yet have been effected. View More
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Registrable Shares. Means the Shares and any Additional Shares in respect thereof, in each case, upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original Holder or any subsequent Holder, until, in the case of any such Shares or Additional Shares, as applicable, the earliest to occur of: (i) the date on which they have been sold pursuant to a Registration Statement or sold pursuant to Rule 144; or (ii) the date on which they are sold to the Company or... its subsidiaries View More
Registrable Shares. Means the Common Shares and any Additional Shares in respect thereof, in each case, upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original Holder holder or any subsequent Holder, holder, until, in the case of any such Common Shares or Additional Shares, as applicable, the earliest to occur of: (i) the date on which they have been sold pursuant to a Registration Statement or sold pursuant to Rule 144; or (ii) the date on which... they are sold to the Company or its subsidiaries subsidiaries; or (iii) the date after such time as the holder thereof is able to dispose of all such holder's Common Shares and Additional Shares pursuant to Rule 144 without limitation thereunder on volume or manner of sale. View More
Registrable Shares. Means the Initial Common Shares and any Additional Shares in respect thereof, in each case, upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original Holder holder or any subsequent Holder, holder, until, in the case of any such Initial Common Shares or Additional Shares, as applicable, the earliest earlier to occur of: (i) the date on which they have been sold pursuant to a Registration Statement or sold pursuant to Rule 144; or and (ii) the date on which they are sold to the Company or its subsidiaries View More
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Registrable Shares. At the relevant time of reference thereto, the Shares, the Warrants and the Warrant Shares (including any shares of capital stock that may be issued in respect thereof, or into which or for which such Shares, Warrants or Warrant Shares may be exchanged for or converted into, pursuant to a stock split, stock dividend, recombination, recapitalization, reorganization, reclassification or the like), provided, however, that the term "Registrable Shares" shall not include any of the Shares or... Warrants that are actually sold pursuant to a registration statement that has been declared effective under the Securities Act by the SEC. View More
Registrable Shares. At the relevant time of reference thereto, the Shares, the Warrants Shares and the Warrant Shares (including in each case any shares of capital stock that may be issued in respect thereof, or into which or for which such Shares, Warrants or Warrant Shares may be exchanged for or converted into, thereof pursuant to a stock split, stock dividend, recombination, recapitalization, reorganization, reclassification reclassification, exchange, conversion or the like), provided, however, that the term... "Registrable Shares" shall not include any of the Shares or Warrants Warrant Shares that are actually sold pursuant to a registration statement that has been declared effective under the Securities Act by the SEC. View More
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Registrable Shares. At any time (i) any shares of Common Stock then outstanding which were issued upon conversion of the Preferred Shares; (ii) any shares of Common Stock then issuable upon conversion of the outstanding Preferred Shares; (iii) any shares of Common Stock or other securities then outstanding which were issued as, or were issued directly or indirectly upon the conversion or exercise of other securities issued as, a dividend or other distribution with respect to, in exchange for or in replacement of... any shares referred to in clauses (i) and (ii); and (iv) any shares of Common Stock or other securities then issuable directly or indirectly upon the conversion or exercise of other securities which were issued as a dividend or other distribution with respect to, in exchange for or in replacement of any shares referred to in clauses (i) and (ii); provided, however, that Registrable Shares shall not include any shares which have been sold pursuant to an offering registered under the Securities Act or which have been sold to the public pursuant to Rule 144 under the Securities Act. For purposes of this Agreement, a Person will be deemed to be a holder of Registrable Shares whenever such Person has the right to acquire such Registrable Shares, whether or not such acquisition actually has been effected. View More
Registrable Shares. At any time (i) the Tegal Shares; (ii) any shares of Common Stock then outstanding which were issued upon conversion of the Preferred Shares; (ii) any shares of Common Stock then issuable upon conversion of the outstanding Preferred Shares; (iii) any shares of Common Stock or other securities then outstanding which were issued as, or were issued directly or indirectly upon the conversion or exercise of other securities issued as, as a dividend or other distribution with respect to, in exchange... for to or in replacement of any shares referred to in clauses (i) the Tegal Shares; and (ii); and (iv) (iii) any shares of Common Stock or other securities then issuable directly or indirectly upon the conversion or exercise of other securities which were issued as a dividend or other distribution with respect to, in exchange for to or in replacement of any the Tegal Shares or the shares referred to in clauses (i) and (ii); provided, however, that Registrable Shares shall not include any shares which have been sold registered pursuant to an offering registered under the Securities Act or which have been sold to the public pursuant to Rule 144 under of the Securities Act. For purposes of this Agreement, a Person will be deemed to be a holder of Registrable Shares whenever such Person has the right to acquire such Registrable Shares, whether or not such acquisition actually has been effected. View More
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Registrable Shares. All Common Shares issued to Holders pursuant to the Mergers and any Common Shares or other securities issued or issuable in respect of the Common Shares by way of spin-off, dividend or stock split or in connection with a combination of shares, reclassification, merger, consolidation or reorganization; provided, however, that such Common Shares shall not include (i) Common Shares for which a Registration Statement relating to the sale thereof shall have become effective under the Securities Act... and which have been disposed of, as applicable, under such Registration Statement, and (ii) Common Shares sold pursuant to Rule 144 View More
Registrable Shares. All Common Shares issued to Holders pursuant to the Mergers Merger and any Common Shares or other securities issued or issuable in respect of the Common Shares by way of spin-off, dividend or stock split or in connection with a combination of shares, reclassification, merger, consolidation or reorganization; provided, however, that such Common Shares shall not include (i) Common Shares for which a Registration Statement relating to the sale thereof shall have become effective under the... Securities Act and which have been disposed of, as applicable, under such Registration Statement, and (ii) Common Shares sold pursuant to Rule 144 144, (iii) Common Shares which otherwise have been transferred by Holder, for which Parent has delivered a new certificate not bearing a legend restricting further transfer (or registered such Common Shares in an uncertificated registration without restriction on further transfers) and such Common Shares may be resold without subsequent registration under the Securities Act or (iv) Common Shares eligible for sale pursuant to Rule 144(k) (or any successor provision) by the Holder View More
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Registrable Shares. Shall mean all Shares issued upon conversion of the Term Loan as provided in Section 2.15 of the Credit Agreement and upon exercise of the A&R Warrant, the Second Warrant, or the Third Warrant, or any of the foregoing, or other securities issued or issuable in respect of the Common Stock by way of spin-off, dividend or stock split or in connection with a combination of shares, reclassification, merger, consolidation or reorganization; provided, however, that "Registrable Shares" shall not... include (i) Common Stock for which a Registration Statement relating to the sale thereof shall have become effective under the Securities Act and which have been disposed of, as applicable, under such Registration Statement, (ii) Common Stock sold pursuant to Rule 144, (iii) Common Stock which otherwise have been transferred by Holder, for which the Company has delivered a new certificate not bearing a legend restricting further transfer (or registered such Common Stock in an uncertificated registration without restriction on further transfers) and such Common Stock may be resold without subsequent registration under the Securities Act or (iv) Common Stock eligible for sale pursuant to Rule 144(b)(1)(i) free of the requirement contained in Rule 144(c)(1) (or any successor provision) by the Holder. View More
Registrable Shares. All Shares, excluding any Shares which may then be sold by the Holder thereof pursuant to Rule 144(k) promulgated under the Act
Registrable Shares. At any time, the shares of Common Stock owned by the AFG Entities and shares of Common Stock transferred by the AFG Entities as contemplated by Section 13
Registrable Shares. (A) the Warrant Shares; and (B) any other shares of Common Stock issued in respect of such Warrant Shares (because of splits, dividends or other distributions, reclassifications, recapitalizations or similar events)
Registrable Shares. Means Apax Registrable Shares, Coinvestor Registrable Shares or Management Registrable Shares, where no distinction is required by the context in which such term is used
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