Atlantic Common Stock definition

Atlantic Common Stock means the common stock, par value $.001 per share, of Atlantic.

Atlantic Common Stock shall have the meaning set forth in the recitals to this Agreement. (h) "Register." The terms "register," "registered" and "registration" refer to a registration effected by preparing and filing a registration statement in compliance with the Securities Act, and the declaration or ordering of the effectiveness of such registration statement by the Commission. (i) "Registrable Securities" means (i) shares of Atlantic Common held by DigiTar as of the date of this Agreement and (ii) any other securities issuable in respect of the shares of Atlantic Common (including, without limitation, by reason of a stock split, stock dividend, recapitalization, merger, consolidation or similar event). Notwithstanding the foregoing, shares of Atlantic Common Stock and such other securities shall only be treated as Registrable Securities if and so long as they have not been sold to or through a broker or dealer or underwriter in a public distribution or a sale pursuant to Rule 144 or Rule 145. (j) "Registration Expenses" shall mean all expenses, except as otherwise stated below, incurred by Atlantic and/or DigiTar in complying with Sections 2 and 3 hereof, including, without limitation, the registration, qualification and filing fees, printing expenses, escrow fees, fees and disbursements of counsel and accountants for Atlantic and/or DigiTar, blue sky fees and expenses and all internal expenses of Atlantic and/or DigiTar (including, without limitation, all salaries and expenses of its officers and employees performing legal or accounting duties). (k) "Registration Statement" shall mean the registration statement of Atlantic filed with the Commission which covers the Registrable Securities on an appropriate form, XX-0, X-0, etc., under the Securities Act, together with all amendments and supplements to such registration statement, including post-effective amendments, including any Prospectus contained therein, all exhibits thereto and all material incorporated by reference into the registration statement, all amendments and supplements and the Prospectus. (l) "Securities Act" shall mean the Securities Act of 1933, or any successor thereto, as the same shall be amended from time to time. (m) "Selling Expenses" shall mean all underwriting discounts, selling commissions and stock transfer taxes applicable to the Registrable Securities. <PAGE> (n) "Underwriter" means any underwriter of Registrable Securities in connection with an offering thereof.

Atlantic Common Stock shall have the meaning set forth in the recitals to this Agreement.

Examples of Atlantic Common Stock in a sentence

• The rights of Holders with respect to the registration rights granted pursuant to this Annex A shall remain in effect, subject to the terms hereof, so long as Xxxx Atlantic Common Stock may be acquired by a Holder pursuant to the Investment Agreement or there are Registrable Securities issued and outstanding.

• The whole shares of Xxxx Atlantic Common Stock to be delivered to such holder shall be delivered in book entry form, unless such holder shall timely elect in writing to receive the certificates representing such shares.

• The number of shares of Xxxx Atlantic Common Stock to be delivered by Xxxx Atlantic in connection with any Tax-Free Transaction shall be reduced by an amount equal to (i) the Tax-Free Transaction Amount, divided by (ii) the Trading Price, but the Monetizable Interests Percentage shall be determined without taking the foregoing reduction into account.

• The Realizable Value of Xxxx Atlantic Common Stock shall be determined in a process identical to that set forth in Section 5.2(a)(i) and (a)(ii) for the determination of Monetizable Interests Percentage.

• Electricity substation sites shall be provided as required by the supply authority.

• The Consideration Notice shall set forth the proportions of cash or Xxxx Atlantic Common Stock to be delivered by Xxxx Atlantic, Wireless or any third party designated in such notice by Xxxx Atlantic (and for whose obligations Xxxx Atlantic shall be primarily liable), respectively.

• Landlord shall not be liable to Tenant for any loss or damage to Tenant or its property resulting from burst, stopped or leaking utility lines that are within the Premises or service the Building, and Landlord shall not be liable to Tenant for damages or otherwise for any failure or interruption of any such utility service furnished to the Premises, unless caused by Landlord's or its employees' or agents' gross negligence or willful misconduct.

• The shares of Atlantic Common Stock to be issued pursuant to this Agreement (including any shares of Atlantic Common Stock to be issued pursuant to options assumed by Atlantic in connection with this Agreement) have been reserved for such issuance and, when issued and delivered to the security holders of Channel in accordance with this Agreement will be duly and validly authorized and issued, fully paid and nonassessable.

• This Agreement and the Merger shall have been approved by the vote of the holders of at least a majority of the issued and outstanding shares of Atlantic Common Stock (the “Requisite Atlantic Stockholder Approval”).

• The shares of Atlantic Common Stock to be issued to holders of Manhattan Common Stock pursuant to this Agreement will be, when issued, duly authorized, validly issued, fully paid and nonassessable.