Required Registration Amount

Example Definitions of "Required Registration Amount"
Required Registration Amount. Means the sum of (i) 100% of the number of Conversion Shares issued and issuable pursuant to the Notes as of the trading day immediately preceding the applicable date of determination, and (ii) the number of Warrant Shares issued and issuable pursuant to the Warrants as of the trading day immediately preceding the applicable date of determination, all subject to adjustment as provided in Section 2(e) (without regard to any limitations on conversion of the Notes or exercise of the Warrants).
Found in VCAMPUS CORP contract
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Required Registration Amount. Means For the sum of (i) 100% Registration Statement means 130% of the aggregate of the maximum number of Conversion Shares issued and issuable pursuant to the Notes at the then-applicable Conversion Price as of the trading day immediately preceding the applicable date of determination, and (ii) the number of Warrant Shares issued and issuable pursuant to the Warrants as of the trading day immediately preceding the applicable date of determination, all determination subject to adjustment as... provided in Section 2(e) (without regard to any limitations on conversion of the Notes or exercise of the Warrants). Notes). View More Arrow
Found in INTL FCStone Inc. contract
Required Registration Amount. Means For the Registration Statement means 100% of the sum of (i) 100% of the number of Conversion Common Shares issued and issuable pursuant to the Notes as of the trading day immediately preceding the applicable date of determination, Securities Purchase Agreement and (ii) the number of Warrant Shares issued and issuable pursuant to the Warrants as of the trading day immediately preceding the applicable date of determination, all subject to adjustment as provided in Section 2(e) (without... regard to any limitations on conversion of the Notes or exercise of the Warrants). View More Arrow
Found in STRATA Skin Sciences, Inc. contract
Required Registration Amount. Means 133% of the sum of (i) 100% of the maximum number of Conversion Shares issued and issuable pursuant to the Notes as of the trading day immediately preceding the applicable date of determination, and (ii) the maximum number of Warrant Shares issued and issuable pursuant to the Warrants Warrants, in each case, as of the trading day Trading Day (as defined in the Warrants) immediately preceding the applicable date of determination, determination (without taking into account any limitations... on the conversion of the Notes or the exercise of the Warrants set forth therein), all subject to adjustment as provided in Section 2(e) (without regard to any limitations on conversion of the Notes or exercise of the Warrants). 2(d). View More Arrow
Found in Marker Therapeutics, Inc. contract
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Required Registration Amount. Means, as of any time of determination, the sum of (i) 200% of the maximum number of Conversion Shares issuable upon conversion of the Preferred Shares (assuming for purposes hereof that (x) the Preferred Shares are convertible at the Alternate Conversion Price (as defined in the Certificate of Designations) assuming an Alternate Conversion Date (as defined in the Certificate of Designations) as of such applicable date of determination, and (y) any such conversion shall not take into account... any limitations on the conversion of the Preferred Shares set forth in the Certificate of Designations) as of such time of determination, and (ii) the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). 2 View More Arrow
Found in Crown Electrokinetics Corp. contract
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Required Registration Amount. Means, as of any time of determination, the sum of (i) 200% 150% of the maximum number of Conversion Shares issuable upon conversion of the Preferred Shares (assuming for purposes hereof that (x) the Preferred Shares are convertible at the Alternate Conversion Floor Price (as defined in the Certificate of Designations) assuming an Alternate Conversion Designation), (y) dividends on the Preferred Shares shall accrue through the second anniversary of the Closing Date (as defined in and will be... converted into shares of Common Stock at the Certificate of Designations) as of such applicable date of determination, Floor Price and (y) (z) any such conversion shall not take into account any limitations on the conversion of the Preferred Shares set forth in the Certificate of Designations) as of such time of determination, Preferred Shares) and (ii) 150% of the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). 2 View More Arrow
Found in DropCar, Inc. contract
Required Registration Amount. Means, as of any time date of determination, the sum of (i) 200% of the maximum number of Conversion Shares then issuable upon conversion of the Preferred Shares (assuming for purposes hereof that (x) the Preferred Shares are convertible at the Alternate Conversion Price (as defined in the Certificate of Designations) assuming assuing an Alternate Conversion Date (as defined in the Certificate of Designations) as of such applicable date of determination, and (y) any such conversion shall not... take into account any limitations on the conversion of the Preferred Shares set forth in the Certificate of Designations) as of such time of determination, and (ii) the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all Designations), subject to adjustment as provided in Section 2(d) and/or Section 2(f). 2 View More Arrow
Found in ADiTx Therapeutics, Inc. contract
Required Registration Amount. Means, as of any time of determination, 200% of the sum of (i) 200% of the maximum number of Conversion Shares issuable upon conversion of the Preferred Shares (assuming for purposes hereof that (x) the Preferred Shares are convertible at the initial Conversion Price (as defined in the Certificate of Designations), (y) dividends on the Preferred Shares shall accrue through the second anniversary of the Closing Date and will be converted in shares of Common Stock at a conversion price equal to... the Alternate Conversion Price (as defined in the Certificate of Designations) assuming an Alternate Conversion Date (as defined in the Certificate of Designations) as of such applicable the date of determination, hereof and (y) (z) any such conversion shall not take into account any limitations on the conversion of the Preferred Shares set forth in the Certificate of Designations) as of such time of determination, and Designations)and (ii) the maximum number of Warrant Shares initially issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). 2 2(f); provided, that any Registrable Securities that are eligible to be resold by a Buyer (assuming such Buyer is not then an affiliate of the Company) pursuant to Rule 144 shall be excluded from the Registrable Securities included in the Required Registration Amount. 3 View More Arrow
Found in IMAC Holdings, Inc. contract
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Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 1,255,000 shares of Common Shares issued or to be issued upon pursuant to the Purchase Agreement and the Commitment Shares, and (ii) with respect to subsequent Registration Statements such number of shares of Common Stock as requested by the Investor not to exceed 300% of the maximum number of shares of Common Shares issuable upon conversion of all Promissory Notes then outstanding (assuming for purposes hereof that (x) such... Promissory Notes are convertible at the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Promissory Notes set forth therein), in each case subject to any cutback set forth in Section 2(e). View More Arrow
Found in GX Acquisition Corp. contract
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Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 1,255,000 shares the maximum number of Common Shares issued or to be issued upon pursuant to the Purchase Agreement and (including the Common Warrant Shares and, to the extent issued, the Commitment Shares, Shares) as shall be permitted to be included thereon in accordance with applicable SEC rules, regulations and interpretations so as to permit the resale of such Registrable Securities by the Investor under Rule 415 at then... prevailing market prices (and not fixed prices), and (ii) with respect to subsequent Registration Statements such number of shares of Common Stock as requested by the Investor not to exceed 300% of the maximum number of shares of Common Shares issuable upon conversion of all Promissory Notes then outstanding (assuming for purposes hereof that (x) such Promissory Notes are convertible at the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Promissory Notes set forth therein), in each case subject to any cutback set forth in Section 2(e). View More Arrow
Found in AGBA Acquisition Ltd contract
Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 1,255,000 5,750,000 shares of Common Shares issued or to be issued upon pursuant to the Purchase Agreement and anyCommitment Shares that have been issued prior to the Commitment Shares, date of filing the initial Registration Statment, and (ii) with respect to subsequent Registration Statements such number of shares of Common Stock as requested by the Investor not to exceed 300% 200% of the maximum number of shares of Common... Shares issuable upon conversion of all Promissory Notes then outstanding (assuming for purposes hereof that (x) such Promissory Notes are convertible at the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Promissory Notes set forth therein), in each case subject to any cutback set forth in Section 2(e). View More Arrow
Found in Data Knights Acquisition Corp. contract
Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 1,255,000 shares of [24,880,000]1 Common Shares issued or to be issued upon pursuant to the Purchase Agreement and the Commitment Shares, Agreement, and (ii) with respect to subsequent Registration Statements such number of shares of Common Stock as requested by the Investor not to exceed 300% of the maximum number of shares of Common Shares issuable upon conversion of all Promissory Notes then outstanding (assuming for... purposes hereof that (x) such Promissory Notes are convertible at the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Promissory Notes set forth therein), in each case subject to any cutback set forth in Section 2(e). View More Arrow
Found in GameSquare Holdings, Inc. contract
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Required Registration Amount. Means, as of any time of determination, the sum of (i) the maximum number of Conversion Shares issuable upon conversion of the Notes (assuming for purposes hereof that (x) the Notes are convertible at the Conversion Price (as defined in the Notes) assuming a Conversion Date (as defined in the Notes) as of such time of determination, (y) interest on the Notes shall accrue through the first anniversary of the Closing Date and will be converted in shares of Common Stock at the Conversion Price... assuming a Conversion Date as of such time of determination and (z) any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes) and (ii) the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). View More Arrow
Found in Alpha Cognition Inc. contract
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Required Registration Amount. Means, as of any time of determination, the sum 100% of (i) the maximum aggregate number of Conversion Underlying Shares issuable upon conversion of the Notes (assuming then outstanding (including any Underlying Shares issuable as payment of interest on the Notes), assuming for purposes hereof that (x) (i) the Notes are convertible at the Conversion Floor Price (as defined in the Notes) assuming a Conversion Date (as defined in the Notes) as of such time of determination, (y) Notes), (ii)... interest on the Notes shall accrue through the first anniversary of applicable Maturity Date (as defined in the Closing Date Notes) and will be converted in shares of Common Stock at the Conversion Floor Price assuming a Conversion Date as of such time of determination and (z) (iii) any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes) and (ii) the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all Notes, subject to adjustment as provided in Section 2(d) 2(c) and/or Section 2(f). 2(e). View More Arrow
Found in LGL Systems Acquisition Corp. contract
Required Registration Amount. Means, as of any time of determination, 200% of the sum of (i) the maximum number of Conversion Shares issuable upon conversion of the Notes (assuming for purposes hereof that (x) the Notes are convertible at the Alternate Conversion Price (as defined in the Notes) assuming a an Alternate Conversion Date (as defined in the Notes) as of such time of determination, (y) interest on the Notes shall accrue through the first second anniversary of the Closing Date and will be converted in shares of... Common Stock at the Alternate Conversion Price assuming a an Alternate Conversion Date as of such time of determination and (z) any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes) and (ii) the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). View More Arrow
Found in Clean Vision Corp contract
Required Registration Amount. Means, as of any time of determination, the sum 100% of (i) the maximum aggregate number of Conversion Underlying Shares issuable upon exercise of the Warrants (assuming the Warrants are exercised in full without regard to any exercise limitations therein) and 100% of the maximum aggregate number of Underlying Shares issuable upon conversion of the Notes (assuming then outstanding (including any Underlying Shares issuable as payment of interest on the Notes), assuming for purposes hereof that ... class="diff-color-red">(x) (i) the Notes are convertible at the Conversion Floor Price (as defined in the Notes) assuming a Conversion Date (as defined in the Notes) as of such time of determination, (y) Notes), (ii) interest on the Notes shall accrue through the first anniversary of applicable Maturity Date (as defined in the Closing Date Notes) and will be converted in shares of Common Stock at the Conversion Price assuming a Conversion Date as of such time of determination Floor Price, and (z) (iii) any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes) and (ii) the maximum number of Warrant Shares issuable upon exercise of the Warrants (without taking into account any limitations on the exercise of the Warrants set forth therein), all Notes, subject to adjustment as provided in Section 2(d) 2(c) and/or Section 2(f). 2(e). View More Arrow
Found in NuZee, Inc. contract
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Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 85,000,000 Common Shares issued or to be issued upon conversion of the Convertible Debentures, and (ii) with respect to subsequent Registration Statements such number of Common Shares as requested by the Investor not to exceed 300% of the maximum number of Common Shares issuable upon conversion of all Convertible Debentures then outstanding (assuming for purposes hereof that (x) such Convertible Debentures are convertible at... the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Convertible Debentures set forth therein), in each case subject to any cutback set forth in Section 2(d). 2 View More Arrow
Found in Duddell Street Acquisition Corp. contract
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Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 85,000,000 3,290,000 shares of Common Shares Stock issued or to be issued upon conversion of the Convertible Debentures, and (ii) with respect to subsequent Registration Statements such number of shares of Common Shares Stock as requested by the Investor not to exceed 300% of the maximum number of shares of Common Shares Stock issuable upon conversion of all Convertible Debentures then outstanding (assuming for purposes... hereof that (x) such Convertible Debentures are convertible at the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Convertible Debentures set forth therein), in each case subject to any cutback set forth in Section 2(d). 2 View More Arrow
Found in Vickers Vantage Corp. I contract
Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 85,000,000 1,800,000 shares of Common Shares Stock issued or to be issued upon conversion of the Convertible Debentures, and (ii) with respect to subsequent Registration Statements such number of shares of Common Shares Stock as requested by the Investor not to exceed 300% of the maximum number of shares of Common Shares Stock issuable upon conversion of all Convertible Debentures then outstanding (assuming for purposes... hereof that (x) such Convertible Debentures are convertible at the Conversion Floor Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Convertible Debentures set forth therein), in each case subject to any cutback set forth in Section 2(d). 2 View More Arrow
Found in KIDPIK CORP. contract
Required Registration Amount. Means (i) with respect to the initial Registration Statement at least 85,000,000 Common Shares issued or to be issued upon conversion of the Convertible Debentures, Debentures and (ii) with respect to subsequent Registration Statements such number of the Common Shares as requested by issued or to be issued upon exercise of the Investor not Warrants equal to exceed 300% 100% of the maximum number of Common Shares issuable upon conversion of all Convertible Debentures then outstanding (assuming... for purposes hereof that (x) such Convertible Debentures are convertible at the Conversion Price (as defined therein) in effect as of the date of determination, and (y) any such conversion shall not take into account any limitations on the conversion of the Convertible Debentures set forth therein), therein) and exercise of all Warrants, in each case subject to any cutback set forth in Section 2(d). 2 View More Arrow
Found in Beneficient Co Group, L.P. contract
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Required Registration Amount. Means either the Initial Required Registration Amount or the Additional Required Registration Amount, as applicable.
Found in Pegasi Energy Resources Corporation. contract
Required Registration Amount. Means either each of the Initial Required Registration Amount, the Subsequent Required Registration Amount or the Additional Required Registration Amount, as applicable.
Found in A123 SYSTEMS, INC. contract
Required Registration Amount. Means either with respect to the Initial Registration Statement, the Initial Required Registration Amount or with respect to an Additional Registration Statement, the Additional Required Registration Amount, as applicable.
Found in Wentworth Energy, Inc. contract
Required Registration Amount. Means either with respect to the Initial Registration Statement, the Initial Required Registration Amount or with respect to an Additional Registration Statement, the Additional Required Registration Amount, as applicable.
Found in Fonon Corp contract
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Required Registration Amount. Means, as of any time of determination, the maximum number of Conversion Shares issuable upon conversion of the Notes (assuming for purposes hereof that (i) all Additional Notes (as defined in the Securities Purhase Agreement) issuable pursuant to the Securities Purchase Agreement shall have been issued at an Additional Closing (as defined in the Securities Purhase Agreement) on the Initial Closing Date, (ii) the Notes are convertible at the Floor Price (as defined in the Notes) as of such time... of determination, (iii) interest on the Notes shall accrue through the third anniversary of the Initial Closing Date and will be converted to shares of Common Stock at the Floor Price as of such time of determination and (iv) any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). View More Arrow
Found in Cosmos Holdings Inc. contract
Required Registration Amount. Means, as of any time of determination, the maximum number of Conversion Shares issuable upon conversion of the Notes Shares (assuming for purposes hereof that (i) all Additional Notes Shares (as defined in the Securities Purhase Agreement) issuable pursuant to the Securities Purchase Agreement shall have been issued at an Additional Closing (as defined in the Securities Purhase Agreement) on the Initial Closing Date, (ii) the Notes Shares are convertible at the Floor Price (as defined in the ... class="diff-color-red">Notes) Certificate of Designation) as of such time of determination, (iii) interest dividends on the Notes Shares shall accrue through the third second anniversary of the Initial Closing Date and will be converted to shares of Common Stock at the Floor Price as of such time of determination and (iv) any such conversion shall not take into account any limitations on the conversion of the Notes Shares set forth in the Notes), Certificate of Designation), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). View More Arrow
Found in NOCERA, INC. contract
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Required Registration Amount. Means 100% of the number Registrable Securities.
Found in EVOLUTION PETROLEUM CORP contract
Required Registration Amount. Means 100% of the number Registrable Securities.
Found in FriendFinder Networks Inc. contract
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Required Registration Amount. Means, as of any time of determination, 150% of the maximum number of Conversion Shares issuable upon conversion of the Notes (assuming for purposes hereof that any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes), all subject to adjustment as provided in Section 2(d) and/or Section 2(f).
Found in Berenson Acquisition Corp. I contract
Required Registration Amount. Means, as of any time of determination, 150% 100% of the maximum number of Conversion Shares issuable upon conversion of the Notes issued and outstanding (assuming for purposes hereof that any such conversion shall not take into account any limitations on the conversion of the Notes set forth in the Notes), all subject to adjustment as provided in Section 2(d) and/or Section 2(f). Notes).
Found in GROVE, INC. contract
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Required Registration Amount. Means 100% of the sum of (i) the maximum number of Conversion Shares issued or issuable pursuant to the Notes, (ii) the maximum number of Warrant Shares issued or issuable pursuant to the Warrants,(iii) the maximum number of shares of capital stock issued in connection with any extension of the maturity of the Notes, (iv) the maximum number of shares of capital stock issued or issuable upon exercise of warrants issued in connection with any extension of the maturity of the Notes and (v) the... maximum number of Registrable Securities included in clause (v) of the definition thereof, in each case, as of the Trading Day (as defined in the Warrants) immediately preceding the applicable date of determination (without taking into account any limitations on the conversion of the 2 Notes or the exercise of the Warrants set forth therein). For the avoidance of doubt, for purposes of Section 2(d), each and every day shall be an "applicable date of determination" within the meaning of the preceding sentence. For purposes of the initial Registration Statement filed pursuant hereto, the Required Registration Amount shall be determined assuming the accrual of interest on the Notes at least through the Maturity Date (as defined in the Notes). View More Arrow
Found in TechniScan, Inc. contract
Required Registration Amount. Means 100% of the sum of (i) the maximum number of Conversion Shares issued or and issuable pursuant to the Notes, Notes and (ii) the maximum number of Warrant Shares issued or and issuable pursuant to the Warrants,(iii) the maximum number of shares of capital stock issued in connection with any extension of the maturity of the Notes, (iv) the maximum number of shares of capital stock issued or issuable upon exercise of warrants issued in connection with any extension of the maturity of the... Notes and (v) the maximum number of Registrable Securities included in clause (v) of the definition thereof, Warrants, in each case, as of the Trading Day (as defined in the Warrants) immediately preceding the applicable date of determination (without taking into account any limitations on the conversion of the 2 Notes or the exercise of the Warrants set forth therein). For the avoidance of doubt, for purposes of Section 2(d), each and every day shall be an "applicable date of determination" within the meaning of the preceding sentence. For purposes of the initial Registration Statement filed pursuant hereto, the Required Registration Amount shall be determined assuming the accrual of interest on the Notes at least through the Maturity Date (as defined in the Notes). View More Arrow
Found in TechniScan, Inc. contract
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