Remedies for Registrable Securities Sample Clauses

Remedies for Registrable Securities. In any case in which a Holder of Preferred Shares and/or Warrants has the right to cause the purchase of its securities under this Section 2(b), it shall also have the right to cause the Company to purchase the Registrable Securities that such Holder owns, in whole or in part at the Holder's option, at a purchase price equal to 120% of the product of (a) the greater of the last closing price of the Common Stock on (i) the date a Holder exercises its option pursuant to this Section 2(b) or (ii) the date on which the event triggering Holder's remedies under this Section 2(b) first occurred, multiplied by (b) the number of Registrable Securities being sold to the Company, payable in cash. In the case in which a Holder of Preferred Shares or Warrants would have the right to receive Monthly Delay Payments with respect to Preferred Shares or Warrants under Section 2(b), it shall also have the right to receive payments with respect to Registrable Securities owned by it in an amount at the rate of the Monthly Delay Payments that would have applied to the Preferred Shares or Warrants converted into or exercised for Common Shares had such Preferred Shares or Warrants not been converted or exercised.
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Remedies for Registrable Securities. In any case in which a Holder of Debentures, Warrants and/or the Option has the right to cause the purchase of its securities under this Section 2(b), it shall also have the right to cause the purchase of the Registrable Securities that it owns, in whole or in part at the Holder's option, as follows: such shares shall be purchased at a price ("Common Purchase Price") equal to the Mandatory Repurchase Price of the Debentures which were converted into Common Shares, Warrants which were exercised for Common Shares and Option Shares. In the case in which a Holder of Debentures, Warrants or the Option would have the right to receive Monthly Delay Payments with respect thereto under Section 2(b), it shall also have the right to receive payments with respect to Registrable Securities owned by it in an amount at the rate of the Monthly Delay Payments that would have applied to the Debentures, Warrants or Option converted into or exercised for Common Shares or Option Shares had such Debentures, Warrants or Option not been converted or exercised.
Sample 1
Remedies for Registrable Securities. In any case in which a Holder of Preferred Shares has the right to cause the purchase of its Preferred Shares under this Section 2(b), it shall also have the right to cause the purchase of the Registrable Securities that it owns as follows: such shares shall be purchased at a price ("Common Purchase Price") equal to the Mandatory Repurchase Price of the Preferred Shares which were converted into Common Shares. In the case in which a Holder of Preferred Shares would have the right to receive Monthly Delay Payments with respect to Preferred Shares under Section 2(b), it shall also have the right to receive payments with respect to Registrable Securities owned by it in an amount at the rate of the Monthly Delay Payments that would have applied to the Preferred Shares converted into Common Shares had such Preferred Shares not been converted. EXHIBIT 10.3
Sample 1
Remedies for Registrable Securities. In any case in which a Holder of Common Shares, Warrant Shares and/or Warrants has the right to cause the purchase of its securities under this Section 2(b), it shall also have the right to cause the Company to purchase any other Registrable Securities that such Holder owns, in whole or in part at the Holder's option, at a purchase price equal to 120% of the product of (a) the greater of the last closing price of the Common Stock on (i) the date a Holder exercises its option pursuant to this Section 2(b) or (ii) the date on which the event triggering Holder's remedies under this Section 2(b) first occurred, multiplied by (b) the number of Registrable Securities being sold to the Company, payable in cash.
Sample 1
Remedies for Registrable Securities. In any case in which a Holder of Preferred Shares has the right to cause the purchase of its Preferred Shares under this Section 2(b), it shall also have the right to cause the purchase of the Registrable Securities that it owns as follows: in the case of Common Shares issued to such Holder pursuant to conversion of Preferred Shares and Warrant Shares issued to such Holder pursuant to exercise of Warrants, such shares shall be purchased at a price per share ("Common Purchase Price") equal to the quotient obtained by dividing (I) the average of the closing bid and ask prices of a share of Common Stock on the Approved Market on which it is traded as of the time such Common Shares or Warrant Shares were received pursuant to conversion of Preferred Shares, purchase of the Preferred Shares or exercise of the Warrants, as the case may be, by (II) 85% (or such lower percentage as results from an increase in the conversion discount pursuant to the Certificate); provided, however, that such Holder may revoke such request at any time prior to receipt of such payment of such redemption price.
Sample 1
Remedies for Registrable Securities. In any case in which a Holder of Convertible Instruments has the right to cause the purchase of its Convertible Instruments under this Section 2(b), it shall also have the right to cause the purchase of the Registrable Securities that it owns as follows: in the case of Common Shares issued to such Holder pursuant to conversion of Convertible Instruments, such shares shall be purchased at a price per share ("Common Purchase Price") equal to the closing bid price of a share of Common Stock on the Approved Market on which it is traded as of the time such Common Shares were received pursuant to conversion of Convertible Instruments; provided, however, that such Holder may revoke such request at any time prior to receipt of such payment of such redemption price. In the case in which a Holder of Convertible Instruments would have the right to receive default payments with respect to Convertible Instruments under Section 2(b), it shall also have the right to receive default payments with respect to Registrable Securities owned by it in an amount equal to two percent (2%) per 30-day period of the aggregate Common Purchase Price amount of such Registrable Securities.
Sample 1
Remedies for Registrable Securities. In any case in which a Holder of Notes has the right to cause the purchase of its Notes under this Section 2(b), such Holder shall also have the right to cause the purchase of the Registrable Securities that it owns as follows: such shares shall be purchased at the Mandatory Repurchase Price of the Notes which were converted into Common Shares. Notwithstanding the foregoing, no Holder shall have the right to cause the repurchase of Registrable Securities provided in this Section 2(b)(vii) if such Registrable Securities are subject to Effective Registration (as defined in the Purchase Agreement). In the case in which a Holder of Notes would have the right to receive Monthly Delay Payments with respect to Notes under Section 2(b), it shall also have the right to receive payments with respect to Registrable Securities owned by it in an amount at the rates set forth in Section 2(b)(i) above on the principal amount of the Notes converted into Common Shares.
Sample 1
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Related to Remedies for Registrable Securities

  • Indemnification by Holders of Registrable Securities Each selling holder of Registrable Securities will, in the event that any registration is being effected under the Securities Act pursuant to this Agreement of any Registrable Securities held by such selling holder, indemnify and hold harmless the Company, each of its directors and officers and each Underwriter (if any), and each other selling holder and each other person, if any, who controls another selling holder or such Underwriter within the meaning of the Securities Act, against any losses, claims, judgments, damages or liabilities, whether joint or several, insofar as such losses, claims, judgments, damages or liabilities (or actions in respect thereof) arise out of or are based upon any untrue statement or allegedly untrue statement of a material fact contained in any Registration Statement under which the sale of such Registrable Securities was registered under the Securities Act, any preliminary prospectus, final prospectus or summary prospectus contained in the Registration Statement, or any amendment or supplement to the Registration Statement, or arise out of or are based upon any omission or the alleged omission to state a material fact required to be stated therein or necessary to make the statement therein not misleading, if the statement or omission was made in reliance upon and in conformity with information furnished in writing to the Company by such selling holder expressly for use therein, and shall reimburse the Company, its directors and officers, and each other selling holder or controlling person for any legal or other expenses reasonably incurred by any of them in connection with investigation or defending any such loss, claim, damage, liability or action. Each selling holder’s indemnification obligations hereunder shall be several and not joint and shall be limited to the amount of any net proceeds actually received by such selling holder.

  • Allocation of Registrable Securities The initial number of Registrable Securities included in any Registration Statement and any increase in the number of Registrable Securities included therein shall be allocated pro rata among the Investors based on the number of Registrable Securities held by each Investor at the time such Registration Statement covering such initial number of Registrable Securities or increase thereof is declared effective by the SEC. In the event that an Investor sells or otherwise transfers any of such Investor’s Registrable Securities, each transferee or assignee (as the case may be) that becomes an Investor shall be allocated a pro rata portion of the then-remaining number of Registrable Securities included in such Registration Statement for such transferor or assignee (as the case may be). Any shares of Common Stock included in a Registration Statement and which remain allocated to any Person which ceases to hold any Registrable Securities covered by such Registration Statement shall be allocated to the remaining Investors, pro rata based on the number of Registrable Securities then held by such Investors which are covered by such Registration Statement.

  • Indemnification by Holder of Registrable Securities The Corporation may require, as a condition to including any Registrable Securities in any registration statement filed in accordance with this Agreement, that the Corporation shall have received an undertaking reasonably satisfactory to it from the prospective seller of such Registrable Securities to indemnify, to the fullest extent permitted by law, severally and not jointly with any other holders of Registrable Securities, the Corporation, its directors and officers and each Person who controls the Corporation (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and all other prospective sellers, from and against all Losses arising out of or based on any untrue statement of a material fact contained in any such Registration Statement, Prospectus, offering circular, or other document, or any omission to state therein a material fact required to be stated therein or necessary to make the statements therein not misleading, and to (without limitation of the portions of this Section 8(b)) reimburse the Corporation, its directors and officers and each Person who controls the Corporation (within the meaning of Section 15 of the Securities Act and Section 20 of the Exchange Act) and all other prospective sellers for any legal or any other expenses reasonably incurred in connection with investigating or defending any such claim, Loss, damage, liability, or action, in each case to the extent, but only to the extent, that such untrue statement or omission is made in such Registration Statement, Prospectus, offering circular, or other document in reliance upon and in conformity with written information furnished to the Corporation by such holder for inclusion in such Registration Statement, Prospectus, offering circular or other document; provided, however, that the obligations of such holder under such undertaking shall not apply to amounts paid in settlement of any such claims, Losses, damages, or liabilities (or actions in respect thereof) if such settlement is effected without the consent of such holder (which consent shall not be unreasonably withheld); and provided, further, that the liability of such holder of Registrable Securities shall be limited to the net proceeds received by such selling holder from the sale of Registrable Securities covered by such Registration Statement.

  • Registration of Registrable Securities The Company will file with the Commission, within 30 days following the date hereof, a Registration Statement on Form S-3 (the "Registration Statement") to register the resale of the Common Shares issuable upon the exercise of the Warrants. The Company will use its best efforts to cause the Registration Statement to become effective within (i) 90 days of the Date hereof, (ii) ten (10) days following the receipt of a "No Review" or similar letter from the Commission or (iii) the first day following the day the Commission determines the Registration Statement eligible to be declared effective (the "Required Effectiveness Date"). Nothing contained herein shall be deemed to limit the number of Registrable Securities to be registered by the Company hereunder. As a result, should the Registration Statement not relate to the maximum number of Registrable Securities acquired by (or potentially acquirable by) the holders thereof upon conversion of the Preferred Stock, or exercise of the Common Stock Purchase Warrants described in Section 1 above, the Company shall be required to promptly file a separate registration statement (utilizing Rule 462 promulgated under the Exchange Act, where applicable) relating to such Registrable Securities which then remain unregistered. The provisions of this Agreement shall relate to any such separate registration statement as if it were an amendment to the Registration Statement.

  • Restrictions on Public Sale by Holders of Registrable Securities Each Holder of Registrable Securities agrees to enter into a customary letter agreement with underwriters providing such Holder will not effect any public sale or distribution of Registrable Securities during the 60 calendar day period beginning on the date of a prospectus or prospectus supplement filed with the Commission with respect to the pricing of any Underwritten Offering, provided that (i) the duration of the foregoing restrictions shall be no longer than the duration of the shortest restriction generally imposed by the underwriters on the Partnership or the officers, directors or any other Affiliate of the Partnership on whom a restriction is imposed and (ii) the restrictions set forth in this Section 2.07 shall not apply to any Registrable Securities that are included in such Underwritten Offering by such Holder. In addition, this Section 2.07 shall not apply to any Holder that is not entitled to participate in such Underwritten Offering, whether because such Holder delivered an Opt-Out Notice prior to receiving notice of the Underwritten Offering or because such Holder holds less than $10.0 million of the then-outstanding Registrable Securities.

  • Registrable Securities As used herein the term "Registrable Security" means the Securities until (i) the Registration Statement has been declared effective by the Commission, and all Securities have been disposed of pursuant to the Registration Statement, (ii) all Securities have been sold under circumstances under which all of the applicable conditions of Rule 144 (or any similar provision then in force) under the Securities Act ("Rule 144") are met, (iii) all Securities have been otherwise transferred to holders who may trade such Securities without restriction under the Securities Act, and the Company has delivered a new certificate or other evidence of ownership for such Securities not bearing a restrictive legend or (iv) such time as, in the opinion of counsel to the Company, all Securities may be sold without any time, volume or manner limitations pursuant to Rule 144(k) (or any similar provision then in effect) under the Securities Act. The term "Registrable Securities" means any and/or all of the securities falling within the foregoing definition of a "Registrable Security." In the event of any merger, reorganization, consolidation, recapitalization or other change in corporate structure affecting the Common Stock, such adjustment shall be deemed to be made in the definition of "Registrable Security" as is appropriate in order to prevent any dilution or enlargement of the rights granted pursuant to this Agreement.

  • Aggregation of Registrable Securities All Registrable Securities held or acquired by Persons who are Affiliates of one another shall be aggregated together for the purpose of determining the availability of any rights under this Agreement.

  • Additional Registrable Securities Subject to Section 3.4, in the event that any Holder holds Registrable Securities that are not registered for resale on a delayed or continuous basis, the Company, upon written request of such Holder, shall promptly use its commercially reasonable efforts to cause the resale of such Registrable Securities to be covered by either, at the Company’s option, any then available Shelf (including by means of a post-effective amendment) or by filing a Subsequent Shelf Registration Statement and cause the same to become effective as soon as practicable after such filing and such Shelf or Subsequent Shelf Registration Statement shall be subject to the terms hereof; provided, however, that the Company shall only be required to cause such additional Registrable Securities to be so covered twice per calendar year for each of the Sponsor and the Target Holders.

  • Restrictions on Public Sale by Holder of Registrable Securities To the extent not inconsistent with applicable law, each Holder whose securities are included in a registration statement agrees not to effect any sale or distribution of the issue being registered or a similar security of the Company, or any securities convertible into or exchangeable or exercisable for such securities, including a sale pursuant to Rule 144 under the Securities Act, during the 14 days prior to, and during the 90-day period beginning on, the effective date of such registration statement (except as part of such registration), if and to the extent requested in writing by the Company in the case of a non-underwritten public offering or if and to the extent requested in writing by the managing underwriter or Underwriters in the case of an underwritten public offering.

  • Owner of Registrable Securities The Company will maintain, or will cause its registrar and transfer agent to maintain, a stock book with respect to the Common Stock, in which all transfers of Registrable Securities of which the Company has received notice will be recorded. The Company may deem and treat the person in whose name Registrable Securities are registered in the stock book of the Company as the owner thereof for all purposes, including without limitation the giving of notices under this Agreement.

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