CVR Register has the meaning set forth in Section 2.3(b).

CVR Register means the register to be maintained by the Rights Agent pursuant to the terms of the CVR Agreement for the purpose of registering CVRs;

CVR Register shall have the meaning set forth in Section 2.6(a) of this CVR Agreement.

Examples of CVR Register in a sentence

No transfer of a CVR shall be valid unless and until registered in the CVR Register in accordance with this Agreement.
The CVR Register will initially show one position for Cede & Co. representing all of the CVRs that are issued to the holders of Shares held by DTC on behalf of the street holders of the Shares.
Upon receipt of such written request, the Rights Agent is hereby authorized to, and shall promptly, record the change of address in the CVR Register.
All duly transferred CVRs registered in the CVR Register shall be the valid obligations of Parent and shall entitle the transferee to the same benefits and rights under this Agreement as those held immediately prior to the transfer by the transferor.
Where this Agreement provides for notice to Holders, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and transmitted through the facilities of DTC in accordance with DTC’s procedures or mailed, first-class postage prepaid, to each Holder affected by such event, at the Holder’s address as it appears in the CVR Register, not later than the latest date, and not earlier than the earliest date, if any, prescribed for the giving of such notice.

More Definitions of CVR Register

CVR Register and "CVR Registrar" have the respective meanings specified in Section 2.3(b).

CVR Register shall have the meaning assigned to such term in Section 2.2(b).

CVR Register has the meaning set forth in Section 2.3(b). “CVR Shortfall” has the meaning set forth in Section 4.4(b).

CVR Register has the meaning set forth in Section 2.3(b). “CVR Sale Assets” means any and all assets, tangible and intangible, including, without limitation, patents, patent applications, know-how, trade secrets and other intellectual property rights, data, documentation, agreements and licenses, inventory related to VicineumTM, also known as VB4-845, which Parent or any of its subsidiaries owned or had rights to, as of immediately prior to the Effective Time. “CVR Term” means (a) with respect to any Roche Payment Amount, the period beginning on the date hereof and ending on the earlier of (i) the CVR Payment being delivered to each Holder in accordance with Section 2.4 of this Agreement, and (ii) March 31, 2027, and (b) with respect to any Disposition or Asset Disposition or otherwise in respect of Asset Disposition Proceeds, the period beginning on the date hereof and ending on December 31, 2023. “CVRs” means the rights of Holders to receive contingent cash payments pursuant to the Merger Agreement and this Agreement. “Disposition” means the sale, license, transfer, disposition or other monetizing event of any CVR Sale Assets, in each case (i) during the period set forth in clause (b) of the definition of CVR Term and (ii) in a transaction identified by Xxxxxx’s financial advisor who was engaged as of the Effective Time for the purpose of identifying and proposing a potential Disposition transaction to Parent.

CVR Register has the meaning set forth in Section 2.3(b). “DTC” means The Depository Trust Company or any successor entity thereto. “Event of Default” has the meaning set forth in Section 6.1(a). “Holder” means a Person in whose name a CVR is registered in the CVR Register at the applicable time.

CVR Register has the meaning set forth in Section 2.3(b). “Delaware Courts” has the meaning set forth in Section 6.5(b). “Disposition” means the sale, transfer, license or other disposition by Parent of all or any part of any CVR Products. “Disposition Agreement” means a definitive agreement, contract or other document entered into by Parent providing for a Disposition. “Disposition Period” means the period beginning on the Effective Time and ending on the one-year anniversary of the Closing Date; provided, however, that the Disposition Period shall be automatically extended one additional six-month term solely with respect to Disposition CVR Products, if any, for which an executed or final, in agreed form (i) term sheet, (ii) letter of intent or (iii) similar document is entered into within the Disposition Period in respect of a potential Disposition Agreement, but for which the relevant definitive agreement has not been executed as of such time (the “Disposition Period Extension”). “Disposition CVR Products” means the CVR Products (i) related to which a Disposition Agreement is entered into or (ii) subject to a Disposition Period Extension. “DTC” means The Depository Trust Company or any successor thereto. “Effective Time” means the date and time of the effectiveness of the Merger. “Equity Award CVR” means a CVR received by a Holder in respect of Parent Options.