Incidental Registrations definition

Incidental Registrations as more fully described therein, (ii) the written notification requirements of such Section 1.2 have been satisfied and/or waived and (iii) Bermore has elected to include the Bermore IPO Shares (as such term is defined in the Bermore Agreement) for sale in the IPO in accordance with the terms and provisions of the Bermore Agreement.
Sample 1

Examples of Incidental Registrations in a sentence

  • There is no limitation on the number of such Incidental Registrations pursuant to this Section 2.2 which the Company is obligated to effect.

  • There is no limitation on the number of such Incidental Registrations pursuant to this Section 2.3 which the Company is obligated to effect.

  • There is no limitation on the number of Incidental Registrations which the Company is obligated to effect pursuant to this Section 3.2. The Company will pay all Registration Expenses in connection with any registration of Registrable Securities requested pursuant to this Section 3.2.

  • The Company shall pay all Registration Expenses incurred in connection with all Incidental Registrations and all Requested Registrations effected in accordance with this Article II.

  • There is no limitation on the number of such Incidental Registrations pursuant to this Section 2.2 which the Company is obligated to effect; provided, however, that the Company shall not be obligated to include any shares requested by a Holder unless the number of shares requested by such Holder has a Current Market Price of at least $5,000,000, or is all of the Registrable Securities held by a Holder.

  • REGISTRATION RIGHTS 4 2.1. Shelf Registration 4 2.2. Demand Registrations 6 2.3. Incidental Registrations 9 2.4. Black-out Periods 10 2.5. Registration Procedures 12 2.6. Underwritten Offerings 16 2.7. No Inconsistent Agreements; Additional Rights 17 2.8. Registration Expenses 17 2.9. Indemnification 18 2.10.

  • There is no limitation on the number of such Incidental Registrations pursuant to this Section 2(g) which the Company is obligated to effect.

  • The Company will pay all Registration Expenses in -------- connection with each registration of Registrable Securities requested pursuant to this Section 10.1. (c) Priority in Incidental Registrations.

  • There is no limitation on the number of such Incidental Registrations pursuant to this Section 2.1 which the Company is obligated to effect.

  • There is no limitation on the number of such Incidental Registrations pursuant to this Section 6.7 which the Company is obligated to effect.

Related to Incidental Registrations

  • Incidental Registration has the meaning set forth in Section 4(a) of this Agreement.

  • Special Registration means the registration of (A) equity securities and/or options or other rights in respect thereof solely registered on Form S-4 or Form S-8 (or successor form) or (B) shares of equity securities and/or options or other rights in respect thereof to be offered to directors, members of management, employees, consultants, customers, lenders or vendors of the Company or Company Subsidiaries or in connection with dividend reinvestment plans.

  • Additional Registrable Securities means, (i) any Cutback Shares not previously included on a Registration Statement and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, the Warrants, the Warrant Shares, or the Cutback Shares, as applicable, as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on exercise of the warrants.

  • Initial Registrable Securities means (i) the Common Shares issued or issuable upon conversion of the Notes issued pursuant to the terms of the Securities Purchase Agreement, and (ii) any capital stock of the Company issued or issuable with respect to the Common Shares, or the Notes as a result of any stock split, stock dividend, recapitalization, exchange or similar event or otherwise without regard to any limitations on conversion of the Notes.

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

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

  • Excluded Registration means (i) a registration relating to the sale of securities to employees of the Company or a subsidiary pursuant to a stock option, stock purchase, or similar plan; (ii) a registration relating to an SEC Rule 145 transaction; (iii) a registration on any form that does not include substantially the same information as would be required to be included in a registration statement covering the sale of the Registrable Securities; or (iv) a registration in which the only Common Stock being registered is Common Stock issuable upon conversion of debt securities that are also being registered.

  • Company IP Registrations means all Company Intellectual Property that is subject to any issuance registration, application or other filing by, to or with any Governmental Authority or authorized private registrar in any jurisdiction, including registered trademarks, domain names and copyrights, issued and reissued patents and pending applications for any of the foregoing.

  • international registration means the registration of a mark effected under the Agreement or the Protocol or both, as the case may be;

  • 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.

  • Piggy-Back Registration is defined in Section 2.2.1.

  • Other Registrable Securities means (i) any Common Equity held (directly or indirectly) by any Other Holders or any of their Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Demand Registrations has the meaning set forth in Section 2(a).

  • 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.

  • Business registration means a business registration certificate issued by the Department of the Treasury or such other form or verification that a contractor or subcontractor is registered with the Department of Treasury;

  • S-3 Registration has the meaning set forth in Section 5(a) hereof.

  • Registerable Securities means the shares of Common Stock issued or issuable upon exercise of the Warrants.

  • Withdrawn Registration means a forfeited demand registration under Section 2.1 in accordance with the terms and conditions of Section 2.4.

  • Registration Filing Date means the date that is sixty (60) calendar days after the Effective Date.

  • Included Registrable Securities has the meaning specified therefor in Section 2.02(a) of this Agreement.

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

  • Original Registration Rights Agreement has the meaning set forth in the recitals to this Agreement.

  • Piggyback Registration shall have the meaning given in subsection 2.2.1.

  • 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.

  • Registrable Securities means all of the Shares and the Warrant Shares, together with any shares of Common Stock issued or issuable upon any stock split, dividend or other distribution, recapitalization or similar event with respect to the foregoing.