Qualified Registrable Securities means at any time (a) shares of Common Stock purchased by a Holder pursuant to the EPCA, the Principal Additional Investor Agreement or any Additional Investor Agreement or held by an Investor as of the date of this Agreement, and (b) any additional shares of Common Stock paid, issued or distributed in respect of any shares of the types described in clause (a) of this definition by way of stock dividend, stock split or distribution, or in connection with a combination of shares, recapitalization, reorganization, merger or consolidation, or otherwise; provided, however, that as to any Qualified Registrable Securities, such securities shall cease to constitute Qualified Registrable Securities upon the earliest to occur of: (i) the date on which the securities are disposed of pursuant to an effective registration statement under the Securities Act; (ii) the date on which the securities are disposed of pursuant to Rule 144 (or any successor provision) under the Securities Act; and (iii) the date on which the securities cease to be outstanding.
Qualified Registrable Securities means at any time (a) shares of New Common Stock purchased by a Holder pursuant to the Equity Commitment Agreement or Syndication Agreement, (b) shares of New Common Stock received pursuant to the exercise of the Collars, or that may be acquired by a Holder pursuant to the Collars, without duplication, and (c) shares of New Common Stock received by a Holder pursuant to the Amended Plan in respect of their bondholder claims, including pursuant to the Rights Offering, and (d) any additional shares of New Common Stock paid, issued or distributed in respect of any shares of the types described in clauses (a), (b) and (c) of this definition by way of stock dividend, stock split or distribution, or in connection with a combination of shares, recapitalization, reorganization, merger or consolidation, or otherwise; provided, however, that as to any Qualified Registrable Securities, such securities shall cease to constitute Qualified Registrable Securities upon the earliest to occur of: (i) the date on which the securities are disposed of pursuant to an effective registration statement under the Securities Act; (ii) the date on which the securities are disposed of pursuant to Rule 144 (or any successor provision) under the Securities Act; and (iii) the date on which the securities cease to be outstanding.
Qualified Registrable Securities means the REIT Shares that the General Partner or the Partnership may elect in their discretion to issue in redemption of Class B Units offered for redemption by a Redeeming Partner (who is then a Class B Unitholder) under Section 7.5(a) of the Agreement. As to any particular Qualified Registrable Securities, once issued, such REIT Shares shall cease to be Qualified Registrable Securities when (a) a registration statement with respect to such REIT Shares shall have become effective under the Securities Act and such REIT Shares shall have been disposed of in accordance with such registration statement, (b) such REIT Shares shall have ceased to be outstanding, (c) such REIT Shares shall have been sold pursuant to Rule 144 (or any successor provision) under the Securities Act or (d) at the time of determination of whether such REIT Shares are Qualified Registrable Securities, such REIT Shares may be sold under Rule 144(K) or otherwise by their owner or holder publicly without registration under the Securities Act.
Examples of Qualified Registrable Securities in a sentence
In connection with any sales of Common Stock pursuant hereto, each Holder shall be deemed to have sold Qualified Registrable Securities prior to any sales of Registrable Securities.
If the number of shares to be included in any such offering is less than the aggregate number of Qualified Registrable Securities requested by Demanding Holders and the other Holders to be included therein, then the Registrable Securities to be included in such offering shall be allocated pro rata among such Demanding Holders and the other Holders on the basis of the number of Qualified Registrable Securities requested by Demanding Holders and the other Holders to be included therein.
Indemnification similar to that specified in the preceding subsections of this Section 8 (with appropriate modifications) shall be given by the General Partner and each seller of Qualified Registrable Securities with respect to any required registration or other qualification of securities under any state securities or blue sky laws.
Upon the request of any Holder of Qualified Registrable Securities, the General Partner will deliver to such Holder a written statement as to whether it has complied with the requirements of this Section 12.8.
If any Holder disapproves of the terms of any offering, such Holder's sole remedy shall be, at its sole discretion, to withdraw the Holder's Qualified Registrable Securities and other securities of the General Partner therefrom by written notice to the General Partner and the underwriter (if any); and the Holder's Qualified Registrable Securities and other securities of the General Partner so withdrawn from the offering will also be withdrawn from registration.
More Definitions of Qualified Registrable Securities
Qualified Registrable Securities means any Common Equity Securities of the Company. Any Holder of Qualified Registrable Securities will be deemed to be the Holder of any Common Shares issuable upon the exercise, conversion or exchange of such Qualified Registrable Securities, whether or not such exercise, conversion or exchange is then permitted by the terms of such Common Equity Securities or by applicable statutes, regulations or agreements. Any Qualified Registrable Securities shall cease to be Qualified Registrable Securities whenever (1) a registration statement with respect to such securities becomes effective under the Securities Act and such securities have been disposed of in accordance with such registration statement; (2) such securities have ceased to be outstanding; (3) such securities have been sold pursuant to Rule 144 or Rule 144A under the Securities Act or any successor or similar provisions; or (4) at the time of determination of whether such securities are Qualified Registrable Securities, such securities may be sold by the Holder thereof without registration under the Securities Act and free of contractual restrictions with the Company, including the provisions of Section 9.
Qualified Registrable Securities means the Common Stock issued -------------------------------- or that is issuable to the Selling Shareholders pursuant to the Exchange Agreement upon conversion of any CRV Shares. As to any particular Qualified Registrable Securities, once issued, the securities shall cease to be Qualified Registrable Securities when (a) a registration statement with respect to the securities becomes effective under the Securities Act and the securities have been disposed of in accordance with the registration statement, (b) the securities have ceased to be outstanding, (c) the securities have been sold pursuant to Rule 144 or Regulation S (or any successor provisions) under the Securities Act or (d) at the time of determination of whether the securities are Qualified Registrable Securities, the securities may be sold by Selling Shareholder publicly without registration under the Securities Act and free of contractual restrictions with the Corporation.
Qualified Registrable Securities means at any time (a) shares of New Common Stock purchased by a Holder pursuant to the Equity Commitment Agreement or Syndication Agreement, (b) shares of New Common Stock received pursuant to the exercise of the Collars, or that may be acquired by a Holder pursuant to the Collars, without duplication, and (c) shares of New Common Stock received by a Holder pursuant to the Amended Plan in respect of their bondholder claims, including pursuant to the Rights Offering and (d) any additional shares of New Common Stock paid, issued or distributed in respect of any shares of the types described in clauses (a), (b) and (c) of this definition by way of stock dividend, stock split or distribution, or in connection with a combination of shares, recapitalization, reorganization, merger or consolidation, or otherwise; provided, however, that as to any Qualified Registrable Securities, such securities shall cease to constitute Qualified Registrable Securities upon the earliest to occur of: (i) the date on which the securities are disposed of pursuant to an effective registration statement under the Securities Act; (ii) the date on which the securities are disposed of pursuant to Rule 144 (or any successor provision) under the Securities Act; and (iii) the date on which the securities cease to be outstanding.
Qualified Registrable Securities shall include the Qualified Registrable Securities transferred to such transferee but only so long as they continue to qualify as Qualified Registrable Securities.
Qualified Registrable Securities in the Addendum shall be deemed amended by replacing the words "Class B Units" with "Class B Units, Series II."
Qualified Registrable Securities means the Ordinary Shares issued or that are issuable to the Selling Shareholders pursuant to the Sale and Purchase Agreement upon conversion of any Convertible Shares. As to any particular Qualified Registrable Securities, once issued, the securities shall cease to be Qualified Registrable Securities when (a) a registration statement with respect to the securities becomes effective under the Securities Act and the securities have been disposed of in accordance with the registration statement, (b) the securities have ceased to be outstanding, (c) the securities have been sold pursuant to Rule 144 or Regulation S (or any successor provisions) under the Securities Act or (d) at the time of determination of whether the securities are Qualified Registrable Securities, the securities may be sold by Selling Shareholder publicly without registration under the Securities Act and free of contractual restrictions with the Corporation.
Qualified Registrable Securities means any Registrable Securities held by any Holder at any time such Holder is not permitted to sell Registrable Securities under a Registration Statement.