Rule 144 Affiliate definition

Rule 144 Affiliate means, with respect to any person as of the applicable time of determination, that such person is not as of such time a “person” that is an “affiliate” of the Company within the meaning of Rule 144.
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Rule 144 Affiliate means, with respect to any person as of the applicable time of determination, that such person is not as of such time, and has not been at any time during the preceding three months, a “person” that is an “affiliate” of the Company within the meaning of Rule 144.
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Rule 144 Affiliate means any person or entity that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a person or entity, as such terms are used in and construed under Rule 144 under the Securities Act. With respect to a holder of Series A-1 Preferred Stock and Series A-2 Preferred Stock, any investment fund or managed account that is managed on a discretionary basis by the same investment manager as such holder will be deemed to be a Rule 144 Affiliate of such holder.
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Examples of Rule 144 Affiliate in a sentence

  • FINANCIAL AFFIDAVITS IN ENFORCEMENT AND CONTEMPT PROCEEDINGS‌Any party in an enforcement or contempt proceeding may serve upon any other party a written request to serve a financial affidavit if the other party’s financial circumstances are relevant in the proceeding.

  • In the event that such Major Transaction is being consummated pursuant to an agreement between the Company (or any Rule 144 Affiliate thereof) and any other Person, the Company shall not deliver the written notice contemplated by the immediately preceding sentence unless such agreement has terminated.

  • If Holder is not a Rule 144 Affiliate (as defined), the Shares will not bear any legend.

  • Company shall have no obligation to maintain the effectiveness of any Registration Statement with respect to any Registrable Securities held by Shareholder following the earlier of (x) the termination of Shareholder’s rights under this Article IV (other than Section 4.3, Section 4.5 and Section 4.7) or (y) the date Shareholder ceases to be a Rule 144 Affiliate.

  • Closing Bid Rule 144 The following is a summary of the current requirements of Rule 144: Affiliate or Person Selling on Behalf of an AffiliateNon-Affiliate (and has not been an Affiliate During the PriorThree Months)Restricted Securities of Reporting IssuersDuring six-month holding period – no resales under Rule 144 Permitted.

  • Notwithstanding anything to the contrary contained herein, each Holder shall be deemed to have certified that it is not a Rule 144 Affiliate and has not been a Rule 144 Affiliate for the preceding three (3) months upon each delivery by such Holder of a Conversion Notice or compliance with the requirements of clause (ii) of Section 14.02(a), as applicable, unless such Holder otherwise advises the Company in writing.

  • Period High Low January 1, 2018 through March 31, 2018$ The following is a summary of the current requirements of Rule 144: Affiliate or Person Selling on Behalf of an AffiliateNon-Affiliate (and has not been an Affiliate During the Prior Three Months) Restricted Securities of Reporting IssuersDuring six-month holding period – no resales under Rule 144 permitted.

  • Confirmation: This Employee _____ is ______ is not a Section 16 insider By: _____________________ Title: ______________ This Employee _____ is _____ is not a Rule 144 Affiliate Notice of Intent to Exercise Stock Options Page 2 Name:__________________________________ Please deliver the certificate to: The address above.

  • Rule 144 The following is a summary of the current requirements of Rule 144: Affiliate or Person Selling on Behalf of an AffiliateNon-Affiliate (and has not been an Affiliate During the PriorThree Months)Restricted Securities of Reporting IssuersDuring six-month holding period – no resales under Rule 144 Permitted.

  • Micron shall have no obligation to maintain the effectiveness of any Shelf Registration with respect to any Registrable Securities held by a particular Stockholder following the earlier of (x) the termination of such Stockholder’s rights under this Article IV (other than Section 4.5, Section 4.7 and Section 4.11) or (y) the date such Stockholder ceases to be a Rule 144 Affiliate.


More Definitions of Rule 144 Affiliate

Rule 144 Affiliate has the meaning set forth in Section 14.02(h)(ii).
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Rule 144 Affiliate means any Person that, directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with a Person, as such terms are used in and construed under Rule 144 under the Securities Act.
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Rule 144 Affiliate means an “affiliate” of the Company as defined in Rule 144.
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Rule 144 Affiliate means an “affiliate”, as such term is defined under Rule 144; provided, however, that for purposes of determining whether a Stockholder is a Rule 144 Affiliate hereunder by virtue of its beneficial ownership of securities of Micron, only those securities of Micron beneficially owned by the Stockholder as of the date of the Share Purchase Agreement, the
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Rule 144 Affiliate means an “affiliate”, as such term is defined under Rule 144; provided, however, that for purposes of determining whether a Stockholder is a Rule 144 Affiliate hereunder by virtue of its beneficial ownership of securities of Micron, only those securities of Micron beneficially owned by the Stockholder as of the date of the Share Purchase Agreement, the Acquisition Shares held by the Stockholder, and any other shares of Common Stock issued by Micron to the Stockholder after the date of the Share Purchase Agreement, shall be taken into account.
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Rule 144 Affiliate means, at the relevant time of determination, any Person that is an “affiliate” (as defined in Rule 144) of the Company or has been an “affiliate” (as defined in Rule 144) of the Company during the immediately preceding three (3) months.
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Related to Rule 144 Affiliate

  • Rule 144 means Rule 144 promulgated by the Commission pursuant to the Securities Act, as such Rule may be amended from time to time, or any similar rule or regulation hereafter adopted by the Commission having substantially the same effect as such Rule.

  • Securities Act means the Securities Act of 1933, as amended.

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Rule 144A means Rule 144A promulgated under the Securities Act.

  • prescribed person means a person prescribed in O. Reg. 208/19 (Environmental Compliance Approval in Respect of Sewage Works) for the purpose of ss. 20.6 (1) of the EPA, and where the alteration, extension, enlargement, or replacement is carried out under an agreement with the Owner.

  • 1933 Act means the Securities Act of 1933, as amended.

  • 1933 Securities Act means the Securities Act of 1933 of the United States, as amended, and the rules and regulations thereunder, and any comparable or successor laws or regulations thereto.

  • Registrable Security means (a) the shares of Common Stock issued or issuable upon the conversion of any Founder Shares, (b) the Private Placement Warrants (including any shares of the Common Stock issued or issuable upon the exercise of any such Private Placement Warrants), (c) any outstanding shares of Common Stock or any other equity security (including the shares of Common Stock issued or issuable upon the exercise of any other equity security) of the Company held by a Holder as of the date of this Agreement or purchased in the IPO or at any time thereafter, (d) any equity securities (including the shares of Common Stock issued or issuable upon the exercise of any such equity security) of the Company issuable upon conversion of any working capital loans in an amount up to $2,000,000 made to the Company by a Holder, and (e) any other equity security of the Company issued or issuable with respect to any such shares of Common Stock by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or reorganization; provided, however, that, as to any particular Registrable Security, such securities shall cease to be Registrable Securities when: (A) a Registration Statement with respect to the sale of such securities shall have become effective under the Securities Act and such securities shall have been sold, transferred, disposed of or exchanged in accordance with such Registration Statement; (B) such securities shall have been otherwise transferred, new certificates for such securities not bearing a legend restricting further transfer shall have been delivered by the Company and subsequent public distribution of such securities shall not require registration under the Securities Act; (C) such securities shall have ceased to be outstanding; (D) such securities may be sold without registration pursuant to Rule 144 promulgated under the Securities Act (or any successor rule promulgated thereafter by the Commission) (but with no volume or other restrictions or limitations); or (E) such securities have been sold to, or through, a broker, dealer or underwriter in a public distribution or other public securities transaction.