Piggyback Shares definition

Piggyback Shares has the meaning ascribed to such term in Section 2.3(a)(iii).

Piggyback Shares means, collectively, the Warrant Shares of each Holder requesting piggyback registration rights hereunder.

Piggyback Shares has the meaning set out in Section 3.01;

Examples of Piggyback Shares in a sentence

• In the event that all of the Piggyback Shares have not been registered in a Registration Statement after the Follow-up Registration Statement has been declared effective, the Company shall use commercially reasonable efforts thereafter to register any remaining unregistered Registrable Securities, subject to the provisions of Section 1(e) hereof.

• All expenses of registration pursuant to this Section 15.2 shall be borne by the Company, except that underwriting commissions and expenses attributable to the Piggy-back Shares and fees and disbursements of counsel (if any) to the Holders requesting that such Piggy-back Shares be offered will be borne by such Holders.

• If the Company decides not to proceed with a Piggy-back Offering, the Company has no obligation to proceed with the offering of the Piggy-back Shares, unless the Holders of the Warrants and/or Warrant Shares otherwise comply with the provisions of Section 15.1 hereof (without regard to the 60 days' written request required thereby).

• Notwithstanding any of the foregoing contained in this Section 15.2, the Company's obligation to offer registration rights to the Piggy-back Shares pursuant to this Section 15.2 shall terminate two (2) years after the Expiration Date.

• Holders shall cooperate with GeoVax, execute any documents, instrument and agreements, and take any further actions reasonably necessary to effect such registrations, qualifications or other filings, and the public offering in connection therewith shall be paid by GeoVax; provided, however, that Holders of the Piggyback Shares participating in any such registration shall bear their pro rata share of the underwriting fees, discounts and commissions.

More Definitions of Piggyback Shares

Piggyback Shares has the meaning set forth in Section 4.03(a)(iv).

Piggyback Shares means shares of Class A Common Stock that are held as of September 14, 2018 (after giving effect to the repurchase contemplated by the Wanda Repurchase Agreement) or that are issued upon conversion of shares of Class B Common Stock that are held as of September 14, 2018 (after giving effect to such repurchase) by Wanda, in each case together with any shares of Class A Common Stock issued upon any stock split, stock dividend or other distribution or in connection with a combination of shares, in each case, which shares of Class A Common Stock or other securities have not after September 14, 2018 been transferred, other than a direct transfer to an Affiliate of Wanda.

Piggyback Shares means the shares of common stock of the Company: (i) held by TCP WR Acquisition, LLC (“TCP”) and issued pursuant to the purchase agreement by and between the Company and TCP, dated February 2, 2012 and (ii) acquired in the private placement transaction conducted by the Company and closed January 9, 2013, by certain Affiliates of the Company, as of the date hereof.

Piggyback Shares means the shares of common stock of the Company held by TCP WR Acquisition, LLC (“TCP”) and issued pursuant to the purchase agreement by and between the Company and TCP, dated February 2, 2012.

Piggyback Shares means shares of Class A Common Stock that are held as of September 14, 2018 (after giving effect to the repurchase contemplated by the Xxxxx Repurchase Agreement) or that are issued upon conversion of shares of Class B Common Stock that are held as of September 14, 2018 (after giving effect to such repurchase) by Xxxxx, in each case together with any shares of Class A Common Stock issued upon any stock split, stock dividend or other distribution or in connection with a combination of shares, in each case, which shares of Class A Common Stock or other securities have not after September 14, 2018 been transferred, other than a direct transfer to an Affiliate of Xxxxx.

Piggyback Shares shall have the meaning set forth in Section 8.2(a).

Piggyback Shares has the meaning set forth in Section 2.4(a)(v). “Qualified Independent Underwriter” means a “qualified independent underwriter” within the meaning of FINRA Rule 5121. “Registrable Securities” means, subject to any adjustment in accordance with Section 3.1, (i) any Company Shares held by the Holders immediately following the Closing (including any securities distributable pursuant to the Merger Agreement) and (ii) any securities issued in replacement of or exchange for any securities described in clause (i) above; provided that, as to any Registrable Securities held by a particular Holder, such securities shall cease to be Registrable Securities when: (a) a registration statement with respect to the sale of such securities shall have been declared effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such registration statement; (b) such securities shall have ceased to be outstanding;