Other Registrable Shares definition

Other Registrable Shares means those shares of Common Stock heretofore or hereafter issued pursuant to one or more agreements granting the purchasers of such securities the right to have the Company register such securities or include such securities in any other registration of the Company's equity securities.

Other Registrable Shares shall have the meaning specified in Section 2.1(b).

Other Registrable Shares means any Common Shares held by any Shareholder as of the consummation of the Company’s initial public offering of its equity securities other than Class A Registrable Shares; provided, however, that Common Shares that are Other Registrable Shares shall cease to be Other Registrable Shares (x) upon any sale by the holders thereof pursuant to a Registration Statement or Rule 144 under the Securities Act (other than any sale under Rule 144 to an Affiliate), or (y) upon any sale in any manner to a Person which, by virtue of Section 16 hereof, is not entitled to the rights provided by this Agreement.

Examples of Other Registrable Shares in a sentence

• No securities to be sold for the account of any Person (including the Company) other than a Requesting Holder and the holders of the Other Registrable Shares shall be included in a Demand Registration unless the managing underwriter or underwriters shall advise the Requesting Holders in writing that the inclusion of such securities will not materially and adversely affect the price or success of the offering (a "Material Adverse Effect").

• The right of any holder of Other Registrable Shares to have such shares included in the registration shall be conditioned upon such holder's participation in such underwriting and the inclusion of such holder's Other Registrable Shares in such underwriting (unless otherwise mutually agreed by the Investor and such holder with respect to such participation and inclusion) to the extent provided herein.

• The Registration Statement filed pursuant to the request of the Investors hereunder may, subject to the provisions of Section 2.2(b) below, include Other Registrable Shares, or other securities of the Company which are held by officers or directors of the Company, and may include securities of the Company being sold for the account of the Company.

• Such other Stockholders shall have the right, by giving written notice to the Company within thirty (30) days after the Company provides its notice, to elect to have included in such registration such of their Preferred Registrable Shares and/or Other Registrable Shares as such Stockholders may request in such notice of election.

• The registration statement filed pursuant to the request of the Initiating Holders (the "Registration Statement") may, subject to the provisions of Section 2(b) below, include Other Registrable Shares, other securities of the Company which are held by officers or directors of the Company or which are held by other holders of registration rights, and may include securities of the Company being sold for the account of the Company.

More Definitions of Other Registrable Shares

Other Registrable Shares means shares of the Company's outstanding or ------------------------ issuable Class A Common Stock with respect to which the holder thereof has a contractual registration right that is pari passu in order of priority to the Purchaser Registrable Shares, whether such agreement is entered into as of or after the date of this Agreement, but excluding Founders Shares.

Other Registrable Shares means at any time all shares of Common Stock (other than Stockholder Registrable Shares) (i) currently or hereafter issued by the Company with respect to which the holders thereof have the right to require the Company to register such shares pursuant to the Securities Act; (ii) which would otherwise be Stockholder Registrable Shares but for the second to last sentence under the definition of Stockholder Registrable Shares; (iii) shares of Common Stock held by Chase Venture Capital Associates, L.P. on the date hereof and (iv) any other shares of Common Stock issued in respect of the shares described in the preceding clauses (i), (ii) and (iii) (because of stock-splits, stock dividends, reclassifications, recapitalizations, or similar events); PROVIDED, HOWEVER, that shares of Common Stock shall cease to be Other Registrable Shares (i) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act or (ii) with respect to shares which would be Stockholder Registrable Shares but for the second to last sentence under the definition of Stockholder Registrable Shares, upon any sale or transfer in any manner to a person or entity which, by virtue of Section 13 of this Agreement, is not entitled to the rights provided by this Agreement.

Other Registrable Shares shall have the meaning provided in Section 3.1.4 hereof.

Other Registrable Shares means securities of the Company (other than Registrable Shares), if any, which may be requested to be included in a registration pursuant to contractual registration rights.

Other Registrable Shares means securities of the Company (other than Registrable Shares), if any, which may be requested to be included in a registration pursuant to contractual registration rights. “Register”, “registered” and “registration” refer to a registration effected by filing a registration statement in compliance with the Securities Act and the declaration or ordering by the SEC of effectiveness of such registration statement, or the equivalent actions under the laws of another jurisdiction. “Registrable Shares” means (a) all shares of Common Stock issued or issuable upon conversion of the Preferred Stock, (b) all shares of Common Stock held by a Holder immediately following the Closing, (c) any shares of Common Stock issued or issuable as dividends on the Preferred Stock and (d) any other equity security of the Company issued or issuable with respect to the foregoing by way of a subdivision of stock, stock dividend or in connection with a combination of shares, recapitalization, merger, consolidation or reorganization; provided, however, that the following shall not be considered Registrable Shares: (i) any shares of Common Stock that could be sold by the Holder thereof pursuant to Rule 144(b)(1) promulgated under the Securities Act if such shares then held by such Holder constitute less than five percent (5%) of the Company’s outstanding voting stock; (ii) any share of Common Stock that has previously been registered under an effective registration statement filed pursuant to the Securities Act and disposed of in accordance with such registration statement; (iii) any share of Common Stock that has otherwise previously been sold to the public; and (iv) any share of Common Stock sold by a Holder in a transaction in which such Holder’s rights are not assigned in accordance with the provisions of Section 10. “Rule 144” means Rule 144 under the Securities Act. “SEC” means the Securities and Exchange Commission. “Securities Act” means the Securities Act of 1933, as amended. “Stockholders Agreement” means the Stockholders Agreement made by and among the Company, the Seller and the other parties thereto, as amended from time to time. 2.

Other Registrable Shares means at any time all shares of Common Stock (other than Stockholder Registrable Shares and Chase Registrable Shares) (i) currently or hereafter issued by the Company with respect to which the holders thereof have the right to require the Company to register such shares pursuant to the Securities Act; (ii) which would otherwise be Stockholder Registrable Shares but for the second to last sentence under the definition of Stockholder Registrable Shares; (iii) which would otherwise be Chase Registrable Shares but for the second to last sentence under the definition of Stockholder Registrable Shares in the Chase Registration Rights Agreement and (iv) any other shares of Common Stock issued in respect of the shares described in the preceding clauses (i), (ii) and (iii) (because of stock-splits, stock dividends, reclassifications, recapitalizations, or similar events); provided, however, that shares of Common Stock shall cease to be Other Registrable Shares (i) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act or (ii) with respect to shares which would be Stockholder Registrable Shares but for the second to last sentence under the definition of Stockholder Registrable Shares, upon any sale or transfer in any manner to a person or entity which, by virtue of Section 13 of this Agreement, is not entitled to the rights provided by this Agreement.

Other Registrable Shares means (i) shares of Common Stock held by the Founders on the date hereof (the "Founders' Stock") and (ii) any other shares of Common Stock issued in respect of such shares of Founders' Stock (because of stock splits, stock dividends, reclassifications, recapitalizations or similar events), provided, however, that shares of Common Stock which are Other Registrable Shares shall cease to be Other Registrable Shares (a) upon any sale pursuant to a Registration Statement or Rule 144 under the Securities Act ("Rule 144"), (b) upon any sale in any manner to a person or entity which, by virtue of Article VI, Section 2 of this Agreement, is not entitled to the rights provided by this Agreement or (c) at such time as the holder of such shares may sell all such shares pursuant to Rule 144 in any three-month period.