Public Registration Statement definition

Public Registration Statement means a registration statement meeting the requirements of Section 5 of the Securities Act of 1933, as amended.
Sample 1Sample 2Sample 3
Public Registration Statement means a registration statement meeting the requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").(d) --------------------- Costs and Expenses. Notwithstanding anything in this Mortgage to the contrary, ------------------ Mortgagee shall pay or reimburse Mortgagor for any and all out-of-pocket fees, costs and expenses incurred by Mortgagor relating to any securitization, including, without limitation, fees and expenses of any trustee or servicer and its counsel and underwriter's counsel and accountants and the reasonable fees and expenses of any independent director(s) of the SPC member of Xxxxxx not to exceed $1,000 per year) other than those fees, costs and expenses which are otherwise expressly the obligation of Mortgagor under this Mortgage or the other Loan Documents and would be incurred absent any proposed or actual Securitization. Whether or not any Securitization closes, Mortgagee shall, at the direction of Mortgagor, pay directly or reimburse Mortgagor within 30 days after demand for any reasonable out-of-pocket costs and expenses (including reasonable fees and disbursements of accountants and counsel) incurred by Mortgagor in connection with any Securitization which are in excess of the costs of financial statements and related documentation which Mortgagor would incur pursuant to Section 1.11 hereof. If in connection with any such Securitization involving the rating of the Loan or any Note or interest in the Loan or any Note by a Rating Agency, the servicer or subservicer of the Loan or any Note or interest in the Loan or any Note will no longer be Mortgagee or any affiliated entity of Mortgagee, then Mortgagor shall have the right in its reasonable discretion to approve such new servicer, however, such approval shall be deemed given if the new servicer is acceptable to any Rating Agency.
Sample 1
Public Registration Statement means a registration statement meeting the requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act"). Notwithstanding 109 anything contained in this subsection (c), Beneficiary shall reimburse Grantor within 30 days after written demand therefor for all costs relating to the delivery of financial statements and related documentation prepared in connection with this subsection (c) which are in excess of the costs of financial statements and related documentation which Grantor would otherwise incur pursuant to Section 14 hereof. (d)
Sample 1

Examples of Public Registration Statement in a sentence

  • A "Public Registration Statement" shall mean a registration statement meeting the requirements of Section 5 of the Securities Act of 1933, as amended.

  • A "Public Registration Statement" shall mean a registration statement meeting the requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").

  • A "Public Registration Statement" shall mean a registration statement meeting the requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").(d) --------------------- Costs and Expenses.

Related to Public Registration Statement

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.

  • Rule 462(b) Registration Statement means any registration statement prepared by the Company registering additional Securities, which was filed with the Commission on or prior to the date hereof and became automatically effective pursuant to Rule 462(b) promulgated by the Commission pursuant to the Securities Act.

  • IPO Registration Statement means the Registration Statement on Form S-1 (File No. 333-196099), as amended, filed by the Partnership with the Commission under the Securities Act to register the offering and sale of the Common Units in the Partnership’s initial public offering of such Common Units to the public.

  • Original Registration Statement. As used in this Agreement, the terms “amendment” or “supplement” when applied to the Registration Statement or the Prospectus shall be deemed to include the filing by the Company with the Commission of any document under the Exchange Act after the date hereof that is or is deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include, without limitation, the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date. At the time the Registration Statement was or will be originally declared effective and at the time the Company’s most recent annual report on Form 10-K was filed with the Commission, if later, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. During the Agency Period, each time the Company files an annual report on Form 10-K the Company will meet the then-applicable requirements for use of Form S-3 under the Securities Act.

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Additional Registration Statement means a registration statement or registration statements of the Company filed under the 1933 Act covering any Additional Registrable Securities.

  • Company Registration Statement shall have the meaning set forth in Section 3.5(a).

  • Merger Registration Statement means the registration statement, together with all amendments, filed with the SEC under the Securities Act for the purpose of registering shares of NYB Common Stock to be offered to holders of Synergy Common Stock in connection with the Merger.

  • Special Registration Statement means (i) a registration statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities.

  • Resale Registration Statement means a registration statement under the Securities Act registering the Securities for resale pursuant to the terms of the Registration Rights Agreement.

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

  • Exchange Offer Registration Statement means an exchange offer registration statement on Form S-4 (or, if applicable, on another appropriate form) and all amendments and supplements to such registration statement, in each case including the Prospectus contained therein or deemed a part thereof, all exhibits thereto and any document incorporated by reference therein.

  • Registration Statement means any registration statement that covers the Registrable Securities pursuant to the provisions of this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) and supplements to such registration statement, and all exhibits to and all material incorporated by reference in such registration statement.

  • Underlying Shares Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement, covering among other things the resale of the Underlying Shares and naming the Holder as a "selling stockholder" thereunder.

  • Remainder Registration Statement has the meaning set forth in Section 2(a).

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).

  • Registration Statements means the Initial Registration Statement and the additional registration statement as proposed to be filed or as proposed to be amended by the post-effective amendment to be filed shortly prior to its Effective Time, and (iii) "Prospectus" shall mean the prospectus included in the Registration Statements.

  • Conversion Shares Registration Statement means a registration statement that registers the resale of all Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Registration Filing Date means the date that is sixty (60) calendar days after the Effective Date.

  • Shelf Registration Statement means the Shelf Registration Statement as defined in the Registration Rights Agreement.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.