Existing Registration Statements definition

Existing Registration Statements means with respect to securities registrable pursuant to the Registration Rights Agreements entered into on February 1, 2011 March 31, 2011 respectively.
Sample 1

Examples of Existing Registration Statements in a sentence

  • MISCELLANEOUS 21 3.1. Existing Registration Statements 21 3.2. Term 21 3.3. Injunctive Relief 21 3.4. Attorneys’ Fees 21 3.5. Notices 21 3.6. Successors, Assigns and Transferees 23 3.7. Governing Law; Service of Process; Consent to Jurisdiction 24 3.8. Headings 24 3.9. Severability 24 3.10.

  • Existing Registration Statements 22 ARTICLE IV MISCELLANEOUS 23 Section 4.1. Authority; Effect 23 Section 4.2. Notices 23 Section 4.3. Termination and Effect of Termination 24 Section 4.4. Permitted Transferees 24 Section 4.5. Remedies 24 Section 4.6. Amendments 25 Section 4.7. Governing Law 25 Section 4.8. Consent to Jurisdiction 25 Section 4.9. WAIVER OF JURY TRIAL 26 Section 4.10.

  • Pursuant to General Instruction E of Form S-8, the contents of the Existing Registration Statements are hereby incorporated by reference herein.

  • Existing Registration Statements 23 ARTICLE IV GOVERNANCE 24 Section 4.1. Composition of the Board of Directors 24 ARTICLE V MISCELLANEOUS 25 Section 5.1. Authority; Effect 25 Section 5.2. Notices 26 Section 5.3. Termination and Effect of Termination 27 Section 5.4. Permitted Transferees 27 Section 5.5. Remedies 27 Section 5.6. Amendments 27 Section 5.7. Governing Law 28 Section 5.8. Consent to Jurisdiction 28 Section 5.9. WAIVER OF JURY TRIAL 28 Section 5.10.

  • Existing Registration Statements 19 Article IV MISCELLANEOUS 20 4.1. Authority; Effect 20 4.2. Notices 20 4.3. Termination and Effect of Termination 20 4.4. Permitted Transferees 20 4.5. Remedies 21 4.6. Amendments 21 4.7. Governing Law 21 4.8. Consent to Jurisdiction; Venue; Service 21 4.9. WAIVER OF JURY TRIAL 21 4.10.

  • Rules 144 and 144A SECTION 3.MISCELLANEOUS 3.1. Existing Registration Statements 3.2. Term 3.3. Injunctive relief 3.4. Attorneys’ fees 3.5 Notice 3.6. Successors, assigns and transferees 3.7. Governing law; service of process; consent to jurisdiction 3.8. Headings 3.9. Severability 3.10.

  • Existing Registration Statements 24 ARTICLE IV MISCELLANEOUS 25 Section 4.1. Authority: Effect 25 Section 4.2. Notices 25 Section 4.3. Termination and Effect of Termination 26 Section 4.4. Permitted Transferees 26 Section 4.5. Remedies 27 Section 4.6. Amendments 27 Section 4.7. Governing Law 27 Section 4.8. Consent to Jurisdiction 27 Section 4.9. WAIVER OF JURY TRIAL 28 Section 4.10.

Related to Existing Registration Statements

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Merger Registration Statement means the registration statement, together with all amendments, filed with the SEC under the Securities Act for the purpose of registering shares of NYB Common Stock to be offered to holders of Synergy Common Stock in connection with the Merger.

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Additional Registration Statement means a registration statement or registration statements of the Company filed under the 1933 Act covering any Additional Registrable Securities.

  • Original Registration Statement. As used in this Agreement, the terms “amendment” or “supplement” when applied to the Registration Statement or the Prospectus shall be deemed to include the filing by the Company with the Commission of any document under the Exchange Act after the date hereof that is or is deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include, without limitation, the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date. At the time the Registration Statement was or will be originally declared effective and at the time the Company’s most recent annual report on Form 10-K was filed with the Commission, if later, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. During the Agency Period, each time the Company files an annual report on Form 10-K the Company will meet the then-applicable requirements for use of Form S-3 under the Securities Act.

  • Rule 462(b) Registration Statement means a registration statement and any amendments thereto filed pursuant to Rule 462(b) relating to the offering covered by the registration statement referred to in Section 1(a) hereof.

  • Special Registration Statement means (i) a registration statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities.

  • Registration Statements means the Initial Registration Statement and the additional registration statement as proposed to be filed or as proposed to be amended by the post-effective amendment to be filed shortly prior to its Effective Time, and (iii) "Prospectus" shall mean the prospectus included in the Registration Statements.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Company Registration Statement means the Registration Statement, including the Prospectus, amendments and supplements to the Registration Statement or Prospectus, including pre- and post-effective amendments, all exhibits thereto, and all material and exhibits incorporated by reference or deemed to be incorporated by reference in such registration statement.

  • Remainder Registration Statement has the meaning set forth in Section 2(a).

  • Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

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

  • Underlying Shares Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement, covering among other things the resale of the Underlying Shares and naming the Holder as a "selling stockholder" thereunder.

  • Resale Registration Statement means a registration statement under the Securities Act registering the Securities for resale pursuant to the terms of the Registration Rights Agreement.

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Registration Statement means any registration statement that covers the Registrable Securities pursuant to the provisions of this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) and supplements to such registration statement, and all exhibits to and all material incorporated by reference in such registration statement.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.

  • Shelf Registration Statement means the Shelf Registration Statement as defined in the Registration Rights Agreement.

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Conversion Shares Registration Statement means a registration statement that registers the resale of the Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.

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