Minimum Registration Amount means not less than the number of shares of Registrable Securities that represent 5% of the Common Stock outstanding on the date thereof.
Minimum Registration Amount means not less than the number of shares of Registrable Securities that could be sold by the applicable Holder in a consecutive three month period pursuant to Rule 144 (or any similar provision then in force) under the Securities Act; provided, however, that if the total number of shares of Registrable Securities owned by any Holder as of the date of this Agreement is less than the number of shares of Registrable Securities that could be sold by such Holder in a consecutive three month period pursuant to Rule 144 (or any similar provision then in force) under the Securities Act, then the Minimum Registration Amount solely with respect to such Holder shall be such number of shares of Registrable Securities that have an aggregate minimum market value (based on the closing price on the NYSE on the date preceding the date such Registrable Securities are requested by such Holder to be included in a registration pursuant to this Agreement) of at least $10 million, before calculation of underwriting discounts and commissions.
Minimum Registration Amount means not less than the number of shares of Registrable Securities that could be sold by the applicable Holder in a consecutive three month period pursuant to Rule 144 (or any similar provision then in force) under the Securities Act; provided, however, that if the total number of shares of Registrable Securities owned by any Holder as of the date of this Agreement is less than the number of shares of Registrable Securities that could be sold by such Holder in a consecutive three month period pursuant to Rule 144 (or any similar provision then in force) under the Securities Act, then the Minimum Registration Amount solely with respect to such Holder shall be such number of shares of Registrable Securities that have an aggregate minimum market value (based on the closing price on the NYSE on the date preceding the date such Registrable Securities are requested by such Holder to be included in a registration pursuant to this Agreement) of at least $10 million, before calculation of underwriting discounts and commissions; provided further, however, that when the Minimum Registration Amount is being calculated with respect to any Holder that is requesting registration of Registrable Securities on behalf of one or more of its Family Group members, such Minimum Registration Amount shall be the aggregate Minimum Registration Amount for all members of the applicable Family Group participating in the applicable registration.
Examples of Minimum Registration Amount in a sentence
Such notice shall offer all such Holders the opportunity to include in such registration statement such number of Registrable Securities as each such Holder may request, but in no event shall any Holder request inclusion of less than the Minimum Registration Amount.
The obligations of the parties hereunder shall terminate, and be of no further force and effect, with respect to each Holder, at such earlier time as such Holder ceases to Beneficially Own a Minimum Registration Amount, except, in each case, for any obligations under Sections 2.4(c), 2.8, 2.9, 2.10, 2.11, 2.12 and this Article III.
The Company shall use its reasonable efforts to cause the Shelf Registration Statement to be declared effective by the Commission as promptly as reasonably practicable after the filing thereof, and, subject to Sections 2.4(c) and 2.15, to keep such Shelf Registration Statement continuously effective for a period ending when the Holders, together, Beneficially Own less than a Minimum Registration Amount.
The Company, subject to the terms and conditions of this Agreement, shall use its commercially reasonable efforts to cause the managing Underwriter(s) of a proposed underwritten offering to permit the Registrable Securities equal to or greater than the Minimum Registration Amount held by the Holders requested to be included in a Piggy-Back Registration to be included on the same terms and conditions as any equity securities of the Company included therein.
More Definitions of Minimum Registration Amount
Minimum Registration Amount means not less than the number of shares of Registrable Securities that could be sold by the applicable Holder in a consecutive three month period pursuant to Rule 144 (or any similar provision then in force) under the Securities Act; provided, however, that when the Minimum Registration Amount is being calculated with respect to any Requesting Holder that is requesting registration of Registrable Securities on behalf of one or more of its Family Group members, such Minimum Registration Amount shall be the aggregate Minimum Registration Amount for all members of the applicable Family Group participating in the applicable registration.
Minimum Registration Amount means, in the --------------------------- event that the Company exercises its right to satisfy the Payment Amount due to the holders of CI Notes under the Indenture in Registered Common Stock pursuant to Section 10.7 of the Indenture, 25% or more of the total number of shares of Common Stock of the Company issued to the Stockholders in such satisfaction.
Minimum Registration Amount means a number of shares of Registrable Securities equal to twenty-five percent (25%) of the total number of shares of Common Stock held by Cerner as at the date hereof.
Minimum Registration Amount means an amount of Conversion Shares having an aggregate Value of at least $15,000,000; provided, however, that if all three of the following conditions are satisfied, then Minimum Registration Amount shall mean an amount of Conversion Shares having an aggregate Value of at least 75% of the aggregate Value of all Conversion Shares outstanding: (i) there shall be no remaining obligation to purchase Preferred Shares under the Option Agreement, (ii) the aggregate Value of all Conversion Shares outstanding shall be less than $15,000,000 as a result of either (A) the issuance of an aggregate of less than 150,000 Preferred Shares pursuant to the Option Agreement or (B) the redemption of Preferred Shares by the Company so as to reduce the number of Preferred Shares outstanding at any time to less than 150,000, and (iii) no registrations shall previously have been requested pursuant to Section 3(a) hereof (other than registrations which, pursuant to Sections 3(a)(ii) or 3(a)(iv) hereof, are not counted toward the number of registrations that the Company is obligated to effect pursuant to Section 3(a) hereof).
Minimum Registration Amount means that number of Registrable Securities which represent not less than 30% of the Registrable Securities then outstanding.
Minimum Registration Amount means 2,000,000 shares of common stock of Buyer ("Common Stock") before any stock splits, reverse stock splits or other recapitalizations which may occur after the date hereof. "Registrable Securities" means (i) any shares of Buyer's Stock issuable under the Asset Purchase Agreement, and (ii) any other Common Stock issuable with respect to the Common Stock referred to in clause (i) by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization.
Minimum Registration Amount means a number of shares of Common Stock, the sale of which is reasonably expected to yield gross proceeds of at least $60 million. Notwithstanding the foregoing, if the Board of Directors of TAP determines in its good faith judgment, (x) after consultation with a nationally recognized investment banking firm, that there will be an adverse effect on a then contemplated public offering of TAP's securities, (y) that the disclosures that would be required to be made by TAP in connection with such registration would be materially harmful to TAP because of transactions then being considered by, or other events then concerning, TAP, or (z) that registration at the time would require the inclusion of pro forma or other information, which requirement TAP is reasonably unable to comply with, then TAP may de fer the filing (but not the preparation) of the registration statement which is required to effect any registration pursuant to this Section 4(b) for a reasonable period of time, but not in excess of 90 calendar days (or any longer period agreed to by the Minority Stockholders), provided that at all times TAP is in good faith using all reasonable efforts to file such registration statement as soon as practicable.