Registrable Shares

Example Definitions of "Registrable Shares"
Registrable Shares. Means (i) the shares of Common Stock issued or issuable upon conversion of the Preferred Shares, (ii) any 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 and (iii) 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 or (ii) any sale in any manner to a person or entity which, by virtue of Section 5 of this Agreement, is not entitled to the rights provided by this Agreement. 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 Shares even if such conversion has not been effected. View More Arrow
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Registrable Shares. Means (i) (a) the shares of the Purchase Agreement Common Stock, (b) the shares of Common Stock issued or issuable upon conversion of the Preferred Shares, (ii) (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 pursuant to Section 3 of this Agreement and (iii) (d) any other shares of Common Stock issued in respect of such shares (because of stock splits, stock dividends,... reclassifications, recapitalizations, 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 or (ii) any sale in any manner to a person or entity which, by virtue of Section 5 of this Agreement, is not entitled to the rights provided by this Agreement. 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 has shall not yet have been effected. View More Arrow
Registrable Shares. Means (i) the any shares of Common Stock issued held by an Investor or issuable upon conversion of the Preferred Shares, (ii) any shares of Common Stock, other Stockholder, and any shares of Common Stock issued or issuable upon the conversion or exercise of any other securities, in each case that were acquired by such Investor or other Stockholder prior to the Purchasers date hereof, (ii) the shares of Common Stock purchased by an Investor pursuant to Section 3 of this the Purchase Agreement... and (iii) any other shares of Common Stock issued in respect of such the shares described in clauses (i) and (ii) (because of stock splits, stock dividends, splits or combinations of securities, reclassifications, recapitalizations, or similar events); events occurring after the date of this Agreement); 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 or Act, (ii) any sale in any manner to a person or entity which, by virtue of Section 5 4 of this Agreement, is not entitled to the rights provided by this Agreement. Wherever reference is made in Agreement or (iii) the termination with respect to such shares of registration rights pursuant to Section 2.11 of 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 Shares even if such conversion has not been effected. View More Arrow
Registrable Shares. Means (i) the shares of Common Stock issued or issuable upon conversion of the Preferred Shares, (ii) any shares of Common Stock, The Shares 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 and (iii) any other shares of Common Stock issued in respect of such shares Shares (because of stock splits, stock dividends, reclassifications, recapitalizations, recapitalizations or... similar events); provided, however, that such Shares and any other such shares of Common Stock which that 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 or (ii) any sale in any manner to a person or entity which, by virtue of Section 5 3 of this Agreement, is not entitled to the rights provided by this Agreement. 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 Shares even if such conversion has not been effected. View More Arrow
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Registrable Shares. Means, at the relevant time of reference thereto, the Shares and the Warrant Shares (including any shares of capital stock that may be issued in respect thereof pursuant to a stock split, stock dividend, recombination, reclassification or the like), provided, however, that the term "Registrable Shares" shall not include any of the Shares or Warrant Shares that are actually sold pursuant to a registration statement that has been declared effective under the Securities Act by the SEC.
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Registrable Shares. Means, at At the relevant time of reference thereto, the Shares Shares, the Warrants and the Warrant Shares (including any shares of capital stock that may be issued in respect thereof 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 Warrant Shares Warrants that are actually sold pursuant to a registration statement that has been declared effective under the Securities Act by the SEC. View More Arrow
Registrable Shares. Means, at the relevant time of reference thereto, the Shares and the Warrant Shares (including any shares of capital stock that may be issued in respect thereof pursuant to a stock split, stock dividend, recombination, reclassification or the like), provided, however, PROVIDED, HOWEVER, that the term "Registrable Shares" shall not include any of the Shares or Warrant Shares (i) that are actually sold pursuant to a registration statement that has been declared effective under the Securities Act... by the SEC. SEC, (ii) that are actually sold pursuant to Rule 144 under the Securities Act, or (iii) that may be sold pursuant to Rule 144(k) under the Securities Act. View More Arrow
Registrable Shares. Means, Shall mean, at the relevant time of reference thereto, the Shares and then held by the Warrant Shares Investors (including any warrants or shares of capital stock that may be were issued in respect thereof pursuant to a stock split, stock dividend, recombination, reclassification or the like), provided, however, that the term "Registrable Shares" shall not include any of the Shares that (i) become eligible for resale without volume limitations pursuant to Rule 144, or Warrant Shares that... (ii) are actually sold pursuant to a registration statement that has been declared effective under the Securities Act by the SEC. View More Arrow
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Registrable Shares. The 144A/Regulation S Shares, the Private Placement Shares and the Current Stockholder Shares upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original holder or any subsequent holder and any shares or other securities issued in respect of such Registrable Shares by reason of or in connection with any stock dividend, stock distribution, stock split, purchase in any rights offering or in connection with any exchange for or... replacement of such Registrable Shares or 3 any combination of shares, recapitalization, merger or consolidation, or any other equity securities issued pursuant to any other pro rata distribution with respect to the Common Stock, until, in the case of any such 144A/Regulation S Share, Private Placement Share or Current Stockholder Shares, the earliest to occur of (i) the date on which it has been first registered effectively pursuant to the Securities Act and disposed of in accordance with the Registration Statement relating to it, (ii) the date on which either it is distributed to the public pursuant to Rule 144 (or any similar provision then in effect) or is eligible for sale without registration, pursuant to Rule 144(k) promulgated by the Commission pursuant to the Securities Act or (iii) the date on which it is sold to the Company or any subsidiary of the Company. View More Arrow
Registrable Shares. The 144A/Regulation S Rule 144A Shares, the Private Placement Accredited Investor Shares and the Current Stockholder Shares Regulation S Shares, upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original holder or any subsequent holder and any shares or other securities issued in respect of such Registrable Shares by reason of or in connection with any stock dividend, stock distribution, stock split, purchase in any rights offering... or in connection with any exchange for or replacement of such Registrable Shares or 3 any combination of shares, recapitalization, merger or consolidation, or any other equity securities issued pursuant to any other pro rata distribution with respect to the Common Stock, until, in the case of any such 144A/Regulation S Share, Private Placement Share share or Current Stockholder Shares, security, the earliest to occur of (i) the date on which it has been first registered effectively pursuant to the Securities Act and disposed of in accordance with the Registration Statement relating to it, (ii) the date on which either it is distributed to the public pursuant to Rule 144 (or any similar provision then in effect) or is eligible for sale without registration, saleable pursuant to Rule 144(k) promulgated by the Commission pursuant to the Securities Act or (iii) the date on which it is sold to the Company or any subsidiary of the Company. View More Arrow
Registrable Shares. The Means the 144A/Regulation S Shares, Shares and the Private Placement Shares and the Current Stockholder Shares Shares, upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original holder or any subsequent holder and any shares or other securities issued in respect of such Registrable Shares by reason of or in connection with any stock dividend, stock distribution, stock split, purchase in any rights offering or in connection with... any exchange for or replacement of such Registrable Shares or 3 any combination of shares, recapitalization, merger or consolidation, or any other equity securities issued pursuant to any other pro rata distribution with respect to the Common Stock, until, in the case of any such 144A/Regulation S Share, Share or Private Placement Share or Current Stockholder Shares, Share, the earliest to occur of of: (i) the date on which it has been first registered effectively sold pursuant to the Securities Act and disposed of in accordance with the a Registration Statement relating or sold pursuant to it, Rule 144; (ii) the date on which either it is distributed saleable, in the opinion of counsel to the public Company, without registration under the Securities Act, pursuant to Rule 144 (or any similar provision then in effect) or 144(k); (iii) the date on which it is eligible for sale saleable, without registration, restriction, pursuant to Rule 144(k) promulgated by the Commission pursuant to an available exemption from registration under the Securities Act Act; or (iii) (iv) the date on which it is sold to the Company or any subsidiary of the Company. its subsidiaries. View More Arrow
Registrable Shares. The 144A/Regulation S Shares, the Private Placement Shares and the Current Stockholder Shares CEI Shares, upon original issuance thereof, and at all times subsequent thereto, including upon the transfer thereof by the original holder or any subsequent holder and any shares or other securities issued in respect of such Registrable Shares by reason of or in connection with any stock dividend, stock distribution, stock split, purchase in any rights offering or in connection with any exchange for... or replacement of such Registrable Shares or 3 any combination of shares, recapitalization, merger or consolidation, or any other equity securities issued pursuant to any other pro rata distribution with respect to the Common Stock, until, in the case of any such 144A/Regulation S Share, Private Placement Share or Current Stockholder Shares, CEI Share, the earliest to occur of (i) the date on which it has been first registered effectively pursuant to the Securities Act and disposed of in accordance with the Registration Statement relating to it, (ii) the date on which either it is distributed to the public pursuant to Rule 144 (or any similar provision then in effect) or is eligible for sale without registration, pursuant to Rule 144(k) promulgated by the Commission pursuant to the Securities Act or (iii) the date on which it is sold to the Company or any subsidiary of our subsidiaries. Notwithstanding anything else contained in this Agreement, the Company. CEI Shares shall cease to be Registrable Shares upon a distribution or transfer of those shares by CEI to its shareholders (whether by dividend, exchange offer or otherwise). View More Arrow
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Registrable Shares. Means each of the Common Shares and any Additional Shares in respect thereof, 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; (ii) the date on which they... are saleable, in the opinion of counsel to the Company, without registration under the Securities Act pursuant to Rule 144(k); (iii) the date on which they are saleable, without restriction, pursuant to an available exemption from registration under the Securities Act; or (iv) the date on which they are sold to the Company or its subsidiaries. View More Arrow
Registrable Shares. Means each of 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 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 saleable, in the opinion of counsel to the Company, without registration under the Securities Act pursuant to Rule 144(k); (iii) the date on which they are saleable, without restriction, pursuant to an available exemption from registration under the Securities Act; or (iv) the date on which they are sold to the Company or its subsidiaries. subsidiaries View More Arrow
Registrable Shares. Means each of (a) the Common Shares issued or issuable upon conversion of the Preferred Shares and any Additional Shares in respect thereof, and (b) if and only if the Preferred Shares have not automatically converted into Common Stock by December 31, 2005, the Preferred Shares and any Additional Shares in respect thereof, in each case, upon original issuance thereof, thereof other than the Common Shares which are Registrable Shares from the date hereof, 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; (ii) the date on which they are saleable, in the opinion of counsel to the Company, without registration under the Securities Act Act, pursuant to Rule 144(k); 3 (iii) the date on which they are saleable, without restriction, pursuant to an available exemption from registration under the Securities Act; or (iv) the date on which they are sold to the Company or its subsidiaries. View More Arrow
Registrable Shares. Means each Each of the Common Shares and any Additional Shares in respect thereof, 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: of (i) the second anniversary of the initial effective date of the Mandatory Shelf Registration Statement (subject to extension pursuant to Section 5(c)), (ii)... the date on which they have been sold pursuant to a Registration Statement or sold pursuant to Rule 144; (ii) 144, (iii) the date on which they are saleable, in the opinion of counsel to the Company, without registration under the Securities Act pursuant to subparagraph (k) of Rule 144(k); (iii) 144, (iv) the date on which they are saleable, without restriction, pursuant to an available exemption from registration under the Securities Act; Act, or (iv) (v) the date on which they are sold to the Company or its subsidiaries. View More Arrow
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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 Arrow
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 Arrow
Registrable Shares. At any time (i) any shares of Common Stock then outstanding which were issued upon conversion of the Preferred Investor Shares; (ii) any shares of Common Stock then issuable upon conversion of the outstanding Preferred Investor 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 to 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 (v) the Securities Act or which have been sold to Aronson Shares, and (vi) 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. HSA/Meridian Shares. View More Arrow
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 Arrow
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Registrable Shares. Mean (i) the Founder Shares underlying the Founder Units, (ii) the Offering Shares underlying the Offering Units, (iii) the Aftermarket Shares and (iv) the shares of Common Stock underlying the Co-Investment Units and the Co-Investment Warrants. Registrable Shares include any shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such shares of Common Stock.
Registrable Shares. Mean (i) the Founder Shares underlying the Founder Units, Units and Founder Warrants, (ii) the Offering Shares underlying the Offering Units, Units and Offering Warrants and (iii) the Aftermarket Shares and (iv) the shares of Common Stock underlying the Co-Investment Units and the Co-Investment Warrants. Shares. Registrable Shares include any shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement... of such shares of Common Stock. 2 View More Arrow
Registrable Shares. Mean (i) the Founder Founder's Shares underlying the Founder Units, Founder's Units and (ii) the Offering Co-Investment Shares underlying the Offering Units, (iii) the Aftermarket Shares and (iv) the shares of Common Stock underlying the Co-Investment Units and the Co-Investment Warrants. Units. Registrable Shares include any shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such shares... of Common Stock. View More Arrow
Registrable Shares. Mean (i) the Founder Founder's Shares underlying the Founder Units, Founder's Units and (ii) the Offering Co-Investment Shares underlying the Offering Units, (iii) the Aftermarket Shares and (iv) the shares of Common Stock underlying the Co-Investment Units and the Co-Investment Warrants. Units. Registrable Shares include any shares of capital stock or other securities of the Company issued as a dividend or other distribution with respect to or in exchange for or in replacement of such shares... of Common Stock. View More Arrow
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Registrable Shares. Shall mean the shares of Class A Common Stock purchased pursuant to the Purchase Agreement, the shares of Class A Common Stock purchasable upon the exercise of Warrants, and the shares of Class A Common Stock purchasable upon the exercise of the Penalty Warrants; provided, however, that such term shall not include any of such shares of Common Stock that become or have become eligible for resale pursuant to Rule 144(k).
Registrable Shares. Shall mean the shares of Class A Common Stock purchased pursuant to issuable upon the Purchase Agreement, conversion of the Stock, the shares of Class A Common Stock purchasable upon the exercise of Warrants, and the shares of Class A Common Stock purchasable upon the exercise of the Penalty Warrants; provided, however, that such term shall not include any of such shares of Common Stock that become or have become eligible for resale pursuant to Rule 144(k).
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Registrable Shares. The Common Stock.
Registrable Shares. The Means the Common Stock.
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Registrable Shares. Shall mean the Purchased Shares, provided, however, such term shall not, after the Mandatory Registration Termination Date, include any of the Purchased Shares that become or have become eligible for resale pursuant to Rule 144 or pursuant to Regulation S.
Registrable Shares. Shall mean the Purchased Shares, provided, however, PROVIDED, HOWEVER, such term shall not, after the Mandatory Registration Termination Date, Date (as defined below), include any of the Purchased Shares that become or have become eligible for resale without restriction pursuant to Rule 144 144(k) or pursuant to Regulation S.
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Registrable Shares. Shall mean (i) the Purchased Shares, (ii) any shares of Common Stock issued pursuant to Section 3(e) or Section 3(f) hereof and (iii) any shares of 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 (including a stock split or reverse stock split) with respect to, or in exchange for, or in replacement of, the shares of Common Stock referred to in clause (i) or (ii) of this definition.
Registrable Shares. Shall mean (i) the Purchased Shares, (ii) any shares of Common Stock issued pursuant to Section 3(e) 3(d) or Section 3(f) hereof 3(e) hereof, (iii) the Warrant Shares (including any shares of Common Stock issued or issuable thereon upon any stock split, stock combination, stock dividend or the like) and (iii) (iv) any shares of Common Stock issued as (or or issuable upon the conversion or exercise of any warrant, right or other security that is issued as) as a dividend or other distribution... (including a stock split or reverse stock split) split), or as a result of any anti-dilution adjustment under the Securitries Purchase Agreement, with respect to, or in exchange for, or in replacement of, the shares of Common Stock referred to in clause (i) (i), (ii) or (ii) (iii) of this definition. View More Arrow
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