Preferred Registrable Securities definition

Preferred Registrable Securities means (i) the Common Stock issuable or issued upon conversion of the Preferred Stock, (ii) any Common Stock of the Company issued as (or issuable upon the conversion or exercise of any warrant, right or other security that is issued as) a dividend or other distribution with respect to, or in exchange for, or in replacement of, the shares referenced in (i) above, excluding in all cases, however, any Registrable Securities sold by a person in a transaction in which his rights under this Section 1 are not assigned.

Preferred Registrable Securities means, (i) the Ordinary Shares issuable or issued upon conversion of the Preferred Shares of the Company, (ii) all Ordinary Shares that the Preferred Investors currently own and/or may hereafter purchase prior to the Company’s Initial Offering pursuant to their preemptive rights, rights of first offer or otherwise, or Ordinary Shares issued prior to the Company’s Initial Offering on conversion or exercise of other securities so purchased, (iii) any Ordinary Shares issued to the Private Placement Investors pursuant to the Private Placement Agreements (subject to the closing of the transaction contemplated thereby), (iii) any Ordinary Shares of the Company issued as (or issuable upon the conversion or exercise of any warrant, right or other security that is issued as) a dividend or other distribution with respect to, or in exchange for, or in replacement of, the shares referenced in (i) through (iii) above, excluding in all cases, however, any Registrable Securities sold in a transaction in which rights under this Section 1 are not assigned. The number of shares of "Registrable Securities" outstanding shall be determined by the number of Ordinary Shares outstanding and/or issuable pursuant to then exercisable or convertible securities, that are, Registrable Securities.

Preferred Registrable Securities means all Registrable Securities issued or issuable upon conversion of the Preferred Shares.

Examples of Preferred Registrable Securities in a sentence

• Any Preferred Registrable Securities excluded or withdrawn from such underwritten public offering shall be withdrawn from the registration.

• In such event, the right of any Holder to include its Preferred Registrable Securities in such a registration shall be conditioned upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Preferred Registrable Securities in the underwriting to the extent provided herein.

• The Company and each of the Investors agree that upon execution of this Agreement, the Common Stock held by Holder will be deemed [Investor/Preferred Investor/Outside Preferred] Registrable Securities for all purposes of the Agreement, subject to the terms and conditions of the Agreement.

• Unless specifically provided otherwise, the rights and obligations pursuant to subsections 2.1 and 2.2 may be assigned or otherwise conveyed by a Major Holder or subsequent transferee only to a holder which holds immediately after such transfer more than 5% of the Preferred Registrable Securities, as long as such assignment is together with all or any of the Preferred Shares referred to in such subsection and is not to a party which may compete with the Company.

• Any term of this Agreement may be amended and the observance of any term of this Agreement may be waived (either generally or in a particular instance and either retroactively or prospectively), only with the written consent of the Company, the holders of the Majority of the Preferred Registrable Securities and, only if such amendment shall adversely affect the rights of the Founders, at least one Founder.

More Definitions of Preferred Registrable Securities

Preferred Registrable Securities means the Series C Registrable Securities and the Series E Registrable Securities.

Preferred Registrable Securities means Registrable Securities exclusive of Key Holder Registrable Securities.

Preferred Registrable Securities means Registrable Securities under (and as such terms are defined in) the Preferred Registration Rights Agreement.

Preferred Registrable Securities. (i) Any Common Stock issued upon the conversion of the Company's Series A Preferred Stock issued pursuant to the Preferred Purchase Agreement or issued upon conversion of the Company's Series B Preferred Stock issued pursuant to the Preferred Purchase Agreement, (ii) any Common Stock issued upon conversion of any of the Company's Series B Preferred Stock issued pursuant to the Preferred Purchase Agreement, (iii) any Common Stock issued upon exercise of the warrant issued pursuant to the Preferred Purchase Agreement and (iv) any Common Stock issued or issuable with respect to the securities referred to in clauses (i), (ii) and (iii) above by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization. As to any particular Preferred Registrable Security, such securities shall cease to be Preferred Registrable Securities when they have been distributed to the public through a broker, dealer of market maker in compliance with Rule 144 under the Securities Act (or any similar rule then in force) or repurchased by the Company or any subsidiary.

Preferred Registrable Securities means (a) shares of Common Stock issuable or issued to the Investors or issuable or issued upon conversion of the Shares and (b) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, such above-described securities. Notwithstanding the foregoing, Preferred Registrable Securities shall not include any securities of the Company (i) sold by any person to the public either pursuant to a registration statement under the Securities Act or Rule 144 or (ii) with respect to which the registration rights of the Holder thereof have expired pursuant to Section 2.8 hereof.

Preferred Registrable Securities means (a) any Ordinary Shares issued upon conversion of Preferred A Shares, Preferred B Shares, Preferred C Shares or Preferred D Shares and (b) any Ordinary Shares issued or issuable with respect to the securities referred to in clause (a) above by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other similar transaction. As to any particular Registrable Securities, such securities shall cease to be Registrable Securities when they have been distributed to the public pursuant to an offering registered under the Securities Act or sold to the public through a broker, dealer or market maker in compliance with Rule 144 under the Securities Act (or any similar rule then in effect) or repurchased by the Company or any subsidiary of the Company.

Preferred Registrable Securities means (a) the Common Stock issued upon the conversion of the Company's currently outstanding Convertible Preferred Stock, Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock and (b) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right or other security which is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, such Preferred Stock or Common Stock.