Securities Right definition

Securities Right means any option, warrant, other right, proxy, put, call, demand, plan,

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Securities Right means any option, warrant, other right, proxy, put, call, demand, plan, commitment, agreement, understanding or arrangement of any kind relating to any DSI Shares. "Security Right" means any right relating to issuance, sale, assignment, transfer, purchase, redemption, conversion, exchange, registration or voting rights with respect to any capital stock of the issuer, whether issued or unissued, or any other security convertible into or exchangeable for capital stock of the issuer conferred by statute, by the issuer's articles of incorporation or by-laws or by agreement, including any subscription right, option preemptive purchase right or registration right. All rights and powers to vote the DSI Shares held by the Principal Shareholders are held exclusively by the respective Principal Shareholders owning such DSI Shares. Except as set forth in Schedule 2.3, all of the DSI Shares are validly issued, fully paid and nonassessable, were not issued in violation of the terms of any agreement or other understanding, and were issued in compliance with all applicable federal and state securities or "blue-sky" laws and regulations.

Securities Right shall have the meaning set forth in Section 3.19.1 “Seller Damages” shall have the meaning set forth in Section 8.3 “Seller Indemnitees” shall have the meaning set forth in Section 8.3 “Seller Indemnitees” shall have the meaning set forth in Section 8.3 “Seller Plan” shall have the meaning set forth in Section 3.16.1 “Shareholder Warranty Damages” shall have the meaning set forth in Section 8.3 “Solid Waste” shall have the meaning set forth in Section 3.17.3 “Spill” shall have the meaning set forth in Section 3.17.4 “Tax Convention” shall have the meaning set forth in Section 3.4.2 “Tax Returns” shall have the meaning set forth in Section 3.15 “Taxes” shall have the meaning set forth in Section 3.15 “Trademarks” shall have the meaning set forth in Section A-5 of Appendix A “Transition and Post-Closing Operations Agreement” shall have the meaning set forth in Section 2.13 “TSCA” shall have the meaning set forth in Section 3.17.2 “Unit” shall have the meaning set forth in the Recitals “Unit Pledge Agreement” shall have the meaning set forth in Section 2.6 “Wastes” shall have the meaning set forth in Section 3.17.3 “Working Capital” shall have the meaning set forth in A-8 of Appendix A

Examples of Securities Right in a sentence

Lead Buyer and the Yorkville Buyer may freely transfer or assign any of its rights without restriction, including without limitation and with respect to the Lead Buyer, its Commitment Securities Right.
The closing of any sale and purchase of the Subject Securities pursuant to exercise of the Subject Securities Right of First Refusal shall be held at the offices of the Company on a date and at a time designated by the Company in its notice of exercise of the Subject Securities Right of First Refusal; but in no event shall such closing be held more than thirty (30) days after delivery of the Transfer Notice.
Any proposed transfer on terms and conditions materially different from those described in the Transfer Notice shall again be subject to the Subject Securities Right of First Refusal and shall require compliance by Purchaser with the procedure described in this Section 12.3(c).
Until the date on which the Buyers no longer own any Notes, no longer hold any Commitment Securities Right and there are no Notes outstanding for any reason (the “Reporting Period”), the Company shall timely file all reports required to be filed with the SEC pursuant to the 1934 Act, and the Company shall not terminate its status as an issuer required to file reports under the 1934 Act even if the 1934 Act or the rules and regulations thereunder would no longer require or otherwise permit such termination.
At or immediately prior to Closing, each Outstanding Securities Right shall be canceled, and shall be converted into the right to receive only that consideration set forth on Schedule 6.4 hereto.
Each Buyer may freely transfer or assign any of its rights without restriction, including without limitation, its Commitment Securities Right, provided that any Person to whom it transfers or assigns its rights agrees to comply with the terms hereof as Buyer and upon such transfer or assignment the transferee or assignee shall be treated as a Buyer and is deemed to give the representations and warranties as a Buyer as set out herein including without limitation in this Section 2.
The Lead Buyer shall maintain the Commitment Securities Right until the Additional Closing Expiration Date without regard to any termination of this Agreement or any Event of Default under the Notes.
Unless any Buyer has failed to remit the Purchase Price within two (2) Business Days of all conditions set forth in Section 7 hereof being satisfied, the Lead Buyer shall maintain the Commitment Securities Right until the Additional Closing Expiration Date without regard to any termination of this Agreement or any Event of Default under the Notes.
If the Company fails to exercise the Subject Securities Right of First Refusal in a timely manner as to all the Subject Securities upon the terms set forth in the Transfer Notice, or if it elects to purchase all such Subject Securities, but fails to close the purchase thereof within such 30-day period, then Purchaser may transfer all the Subject Securities on the terms and conditions described in the Transfer Notice.

More Definitions of Securities Right

Securities Right means any option, warrant, other right, proxy, put, call, demand, plan, commitment, agreement, understanding, or arrangement of any kind relating to any Units, or any right relating to issuance, sale, assignment, transfer, purchase, redemption, conversion, exchange, registration or voting rights with respect to any Units of the Company, whether issued or unissued, or any other security convertible into or exchangeable for Units of the Company conferred by statute, by the Company’s governing documents, or by agreement, including any subscription right, pre-emptive purchase right, or registration right. All of the Units are (a) validly issued, fully paid and nonassessable, (b) were not issued in violation of the terms of any agreement or other understanding of Company, and (c) were issued in compliance with all applicable federal and state securities laws and regulations.

Securities Right means any option, warrant, other right, proxy, put, call, demand, plan, commitment, agreement, understanding or arrangement of any kind relating to any RLI Shares, ▇▇▇▇▇▇ Lighting Shares or Ruud Italy Shares. "Security Right" means any right relating to issuance, sale, assignment, transfer, purchase, redemption, conversion, exchange, registration or voting rights with respect to any capital stock of the issuer, whether issued or unissued, or any other security convertible into or exchangeable for capital stock of the issuer conferred by statute, by the issuer's governing documents or by agreement, including any subscription right, option, preemptive purchase right or registration right. All of the RLI Shares are (a) validly issued, fully paid and nonassessable, except as set forth in Wisconsin statutes section 180.0622(2)(b), as judicially interpreted and (b) were not issued in violation of the terms of any agreement or other understanding of RLI.