Incidental Registration Rights definition

Incidental Registration Rights shall refer to those rights for "Incidental Registration" as provided in Section 4 hereunder.
Sample 1
Incidental Registration Rights. The incidental registration rights granted to FT and DT by Sprint in Section 1.2 of that certain Registration Rights Agreement, dated as of January 31, 1996, among Sprint, FT and DT (as amended by the Amended and Restated Registration Rights Agreement, dated as of the date hereof (as so amended the "Amended FT/DT Agreement))".
Sample 1
Incidental Registration Rights. Subject to the provisions of "Cutbacks" below, if at any time NTL determines that it shall file a registration statement under the Securities Act of 1933, NTL shall give the Purchaser prompt notice of such registration. Following such notice, the Purchaser shall be granted the opportunity to participate in such registration in proportion to the percentage ownership of such Securities by the Purchaser.
Sample 1

Examples of Incidental Registration Rights in a sentence

  • The Company shall not register any Class A Common Stock or any other securities for the benefit of any Person other than the Company or a holder of Existing Incidental Registration Rights, in advance of registering the Transfer Restricted Securities pursuant to this Section 2.1 or pursuant to Section 2.2 (other than a registration on Form S-4).

  • The Corporation shall permit, or shall cause the managing underwriter or underwriters of a proposed offering to permit, Selling Stockholders to have included in such proposed offering their respective Requested Amount on the same terms and conditions as are applicable to any other Securities of the same class that are being registered and sold by the Corporation and other Selling Stockholder in such offering (the "Incidental Registration Rights").

  • Its operations are classified into six principal segments: Otis, Carrier, Chubb, Pratt & Whitney, Hamilton Sundstrand and Sikorsky Aircraft (Sikorsky).

  • The Company shall not register any Common Shares or any other securities for the benefit of any Person other than the Company or, in the case of a Qualified IPO or a Non-Qualified IPO, a holder of Existing Incidental Registration Rights, in advance of registering the Transfer Restricted Securities pursuant to this Section 2.1.

  • DEFINITIONS..........................................................40 EXHIBIT A Plan of Merger EXHIBIT B Incidental Registration Rights ANNEX I Articles of Merger ANNEX II Indemnity Escrow Agreement ANNEX III Employee Agreements AGREEMENT AND PLAN OF REORGANIZATION THIS AGREEMENT AND PLAN OF REORGANIZATION (the "AGREEMENT") is made as of the 4th day of April, 2002 among FASTNET Corporation, a Pennsylvania corporation ("FASTNET"), FASTNET Merger Corp.

  • The Incidental Registration Rights of each ----------- Stockholder hereunder shall terminate when all Demand Registrations of all Stockholder Groups in the aggregate have been effected.

  • The Company agrees to use reasonable commercial efforts to include in any such registration statement the Registrable Shares held by any Holder who shall deliver to the Company, not more than ten (10) days after receipt of the Notice of Incidental Registration Rights, a written request for such inclusion.

  • The nature and extent of any rights assigned, including the number of Demand Registration rights assigned to the applicable assignee, shall be as agreed to between the assigning party and the assignee; provided, that any Person to whom Demand Registration rights or Incidental Registration Rights are assigned shall thereafter be deemed a member of the Stockholder Group of which the assigning party was a member immediately prior to such assignment.

  • The parties hereto agree and acknowledge that the sale of Common Stock by any Designated Holder in the Initial Public Offering shall be deemed an exercise of such Designated Holder's Incidental Registration Rights.

  • The Incidental Registration Rights provided herein shall also apply to such additional shares of Common Stock as may be held by the Holders at the time of such Incidental Registration (such additional shares of Common Stock not to exceed one percent of the shares of Common Stock then outstanding in the aggregate for all Holders).

Related to Incidental Registration Rights

  • Incidental Registration has the meaning set forth in Section 4(a) of this Agreement.

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Registration Rights means the rights of the Holders to cause the Company to Register Registrable Securities pursuant to this Agreement.

  • Additional Registrable Securities means, (i) any Cutback Shares not previously included on a Registration Statement and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, the Warrants, the Warrant Shares, or the Cutback Shares, as applicable, as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on exercise of the warrants.

  • Special Registration means the registration of (A) equity securities and/or options or other rights in respect thereof solely registered on Form S-4 or Form S-8 (or successor form) or (B) shares of equity securities and/or options or other rights in respect thereof to be offered to directors, members of management, employees, consultants, customers, lenders or vendors of the Company or Company Subsidiaries or in connection with dividend reinvestment plans.

  • Initial Registrable Securities means (i) the Common Shares issued or issuable upon conversion of the Notes issued pursuant to the terms of the Securities Purchase Agreement, and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, or the Notes as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on conversion of the Notes.

  • Registration Rights Agreements means that certain Registration Rights Agreement dated as of the Closing Date by and between the Parent and Laurus and each other registration rights agreement by and between the Parent and Laurus, as each of the same may be amended, modified and supplemented from time to time.

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Registrable Stock means (i) any shares of Common Stock issued or issuable upon the conversion of any of the Shares (ii) any Common Stock issued by way of a stock split, reorganization, merger or consolidation, and (iii) any Common Stock issued as a dividend on the Shares. For purposes of this Agreement, any Registrable Stock shall cease to be Registrable Stock when (v) a registration statement covering such Registrable Stock has been declared effective and such Registrable Stock has been disposed of pursuant to such effective registration statement, (w) such Registrable Stock is sold pursuant to Rule 144 (or any similar provision then in force) under the 1933 Act, (x) such Registrable Stock is eligible to be sold pursuant to Rule 144(k) under the 1933 Act, (y) such Registrable Stock has been otherwise transferred, no stop transfer order affecting such stock is in effect and the Company has delivered new certificates or other evidences of ownership for such Registrable Stock not bearing any legend indicating that such shares have not been registered under the 1933 Act, or (z) such Registrable Stock is sold by a person in a transaction in which the rights under the provisions of this Agreement are not assigned.

  • Registerable Securities means the shares of Common Stock issued or issuable upon exercise of the Warrants.

  • Registrable Shares means (i) the Warrant Shares, and (ii) 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 (i) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act or (ii) upon any sale in any manner to a person or entity which, by virtue of Section 13 of this Warrant, is not entitled to the rights provided by this Warrant.

  • Piggy-Back Registration is defined in Section 2.2.1.

  • Excluded Registration means (i) a registration relating to the sale of securities to employees of the Company or a subsidiary pursuant to a stock option, stock purchase, or similar plan; (ii) a registration relating to an SEC Rule 145 transaction; (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities; or (iv) a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered.

  • Exchange and Registration Rights Agreement means (i) the Exchange and Registration Rights Agreement dated the Issue Date among the initial purchasers named therein and the Company, as the same may be amended, supplemented or modified from time to time and (ii) any similar exchange and/or registration rights agreement entered into with respect to any Additional Securities, as any such agreement may be amended, supplemented or modified from time to time.

  • Piggyback Registrations has the meaning set forth in Section 3(a).

  • Existing Registration Rights Agreement shall have the meaning given in the Recitals hereto.

  • Demand Registrations has the meaning set forth in Section 2(a).

  • Business registration means a business registration certificate issued by the Department of the Treasury or such other form or verification that a contractor or subcontractor is registered with the Department of Treasury;

  • Included Registrable Securities has the meaning specified therefor in Section 2.02(a) of this Agreement.

  • Registrable Securities means all of the Shares and the Warrant Shares, together with 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.

  • S-3 Registration has the meaning set forth in Section 5(a) hereof.

  • Other Registrable Securities means (i) any Common Equity held (directly or indirectly) by any Other Holders or any of their Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • transferable securities means those classes of securities which are negotiable on the capital market, with the exception of instruments of payment, such as:

  • Withdrawn Registration means a forfeited demand registration under Section 2.1 in accordance with the terms and conditions of Section 2.4.

  • Registration Filing Date means the date that is sixty (60) calendar days after the Effective Date.