Put Securities definition

Put Securities has the meaning set forth in Section 8.1.

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Put Securities shall have the meaning set forth in Section 2.6(a).

Put Securities shall have the meaning set forth in Section 2.3(a). "Registrable Securities" shall mean, as of any date, with respect to any Stockholder, (a) all shares of Common Stock held by such Stockholder as of such date and (b) all shares of Common Stock that may be acquired as of such date by such Stockholder upon exercise of Vested Options; provided that, as to any particular Registrable Securities, such securities shall cease to be Registrable Securities when (i) a registration statement (other than a registration statement on Form S-8) with respect to the sale or exchange of such securities shall have become effective under the 1933 Act and such securities shall have been disposed of in accordance with such registration statement, (ii) a registration statement on Form S-8 with respect to such securities shall have become effective under the 1933 Act, (iii) such securities shall have been sold or acquired under a Rule 144 Transaction, or (iv) such securities have ceased to be outstanding. "Rule 144 Transaction" means a transfer of Common Stock (a) complying with Rule 144 under the 1933 Act as such rule or a successor thereto is in effect on the date of such transfer (but only a sale pursuant to a "brokers transaction" as defined in clauses (i) and (ii) of paragraph (g) of Rule 144 as in effect on the date hereof) and (b) occurring at a time when the Common Stock is registered pursuant to Section 12 of the 1934 Act. "Sale Request" shall have the meaning set forth in Section 2.5(a). "Schedule of Stockholders" shall refer to the Schedule of Stockholders attached hereto as Exhibit A as from time to time amended pursuant to Section 4.2. "SEC" shall mean the Securities and Exchange Commission or any other federal agency at the time administering the 1933 Act. "Stockholder" shall mean any party hereto other than the Company, including any Person who hereafter becomes a party to this Agreement pursuant to Section 4.13 hereof. "Stockholder Group" shall mean any of (a) the JWC Holders taken as a group or (b) the Management Holders taken as a group. The Company shall not in any case be deemed to be a member of any Stockholder Group (whether or not the Company holds or repurchases any Common Stock Equivalents). "Subject Securities" shall mean any Common Stock or Vested Options now or hereafter held by any Stockholder. "Subsidiary" with respect to any Person (the "parent") shall mean any Person of which such parent, at the time in respect of which such term is used, (a) owns ...

Examples of Put Securities in a sentence

• Collectively the Put Notes, Warrants issuable in connection with the Put, and Common Stock issuable upon conversion of the Put Notes and exercise of the Warrants are referred to as the "Put Securities".) The Warrants issuable in connection with the Put Notes are referred to herein as Warrants or Put Warrants.

• The Holders of the Put Securities are granted all the rights, undertakings, remedies, liquidated damages and indemnification granted to the Subscriber in connection with the Note, including but not limited to, the rights and procedures set forth in Section 9 hereof and the registration rights described in Section 10 hereof.

• If the Company does not have sufficient funds legally available to pay the Put Price for the Put Securities under the Delaware General Corporation Law or otherwise, then the Company will purchase the maximum number of Put Securities for which the Company has funds legally available, pro rata based upon the number of Put Securities tendered hereunder.

• At any closing pursuant to this Section 2.3, the Company shall deliver the payment for the Put Securities in accordance with Section 2.3(e) hereof against delivery of certificates and/or other instruments representing, together with stock or other appropriate powers duly endorsed with respect to, the Put Securities specified in the Put Notice, free and clear of all claims, liens and encumbrances.

• The procedures by which such JWC Holders shall notify the Company and purchase the Put Securities shall be identical in all respects to the procedures provided for in Section 2.3(c) for the Non-Initiating Management Holders.

More Definitions of Put Securities

Put Securities shall have the meaning set forth in Section 2.1(b).

Put Securities has the meaning set forth in Section 9(a)(i).

Put Securities or "ND Securities" means any and all of the Securities held by the Beneficiary on the Date of Exercise Notice. "Reference Year Revenues" has the meaning given to it in the Share Purchase Agreement.

Put Securities has the meaning set forth in Section 13.1(a).

Put Securities is defined in Section 7.7(c).

Put Securities means all of (i) the Shares, (ii) vested Time Options, (iii) Rollover Options, (iv) vested and earned Performance Options and (v) if the Determination Date has not yet occurred, vested and unearned Performance Options, in each case which are owned by the Management Stockholder on the date of a Put Event.

Put Securities shall have the meaning set forth in Section 4(a).