Rule 144 Period definition

Rule 144 Period means the period of one year (or such shorter period as may hereafter be referred to in Rule 144 under the Securities Act (or similar successor rule) permitting Holders who are not Affiliates of the Company to resell Registrable Notes without any conditions) commencing on the Closing Date.
Sample 1Sample 2Sample 3
Rule 144 Period means the period from the six-month anniversary of the Closing Date until the one-year anniversary of the Closing Date.
Sample 1Sample 2Sample 3
Rule 144 Period means the 5 Trading Day period commencing with the first Trading Day following the date on which all Warrant Shares (for this use only, as defined in the Registration Rights Agreement) held by Investors (as defined in the Registration Rights Agreement) that are not Affiliates of the Company and that are issuable upon a Cashless Exercise may be immediately sold under Rule 144(b)(i).
Sample 1Sample 2Sample 3

Examples of Rule 144 Period in a sentence

  • During the Rule 144 Period, if DMC is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Sellers and make publicly available in accordance with Rule 144(c) such information as is necessary to allow the Sellers to sell DMC Common Stock Consideration pursuant to Rule 144.

  • The Company agrees to use its reasonable best efforts to keep the Shelf Registration Statement continuously effective until the expiration of the Rule 144 Period or such shorter period that will terminate when all the Registrable Securities covered by the Shelf Registration Statement have been sold pursuant to the Shelf Registration Statement (the "Shelf Effectiveness Period").

  • In that event, if the Volume Weighted Average Price of the Common Stock (the “Rule 144 Price”) for the Rule 144 Period (as hereinafter defined) is less than the Conversion Price in effect immediately prior to the expiration of that period, then, immediately after the end of the Rule 144 Period, the Conversion Price then in effect shall be reduced to the Rule 144 Price.

  • To the extent approved by the Special Committee and subject to paragraph 1.7(b)(vii) above, a Stockholder Party may make Permitted Sales during the Rule 144 Period in compliance with the applicable requirements of Rule 144.

  • The right of any Holder to ---------------------------------- request inclusion in any registration pursuant to this Agreement shall terminate at the expiration of the Rule 144 Period.

  • In the event that the first Registration Statement filed pursuant to Section 2(a) of the Registration Rights Agreement that becomes effective does not register all Registrable Securities (as defined in the Registration Rights Agreement), or if such filed Registration Statement does not become effective by the Trading Day immediately prior to the first day of the Rule 144 Period (as hereinafter defined), then the Conversion Price shall be subject to reduction as hereinafter provided.

  • In that event, if the Volume Weighted Average Price of the Common Stock (the “Rule 144 Price”) for the Rule 144 Period is less than the Conversion Price in effect immediately prior to the expiration of that period, then, immediately after the end of the Rule 144 Period, the Conversion Price then in effect shall be reduced to the Rule 144 Price.


More Definitions of Rule 144 Period

Rule 144 Period has the meaning set forth in Section 4.9 hereof.
Sample 1Sample 2
Rule 144 Period means the period beginning on the first date any of the New Common Stock to be sold in the Proposed Public Offering is released for sale to the public pursuant to the Proposed Public Offering and continuing until the offer and sale of New Common Stock acquired by a Preferred Stockholder upon conversion of the New Preferred Stock is no longer subject to the volume limitation provisions of Rule 144, either by this Agreement or by operation of law.
Sample 1

Related to Rule 144 Period

  • 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.

  • Rule 144(k) means Rule 144(k) under the Securities Act (or any successor provision promulgated by the SEC).

  • SEC Rule 144 means Rule 144 promulgated by the SEC under the Securities Act.

  • Rule 15c2-12 means Rule 15c2-12 under the Securities Exchange Act of 1934, as amended through the date of this Undertaking, including any official interpretations thereof.

  • Rule 159A “Rule 405” and “Rule 415” mean, in each case, such rule promulgated under the Securities Act (or any successor provision), as the same shall be amended from time to time.

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

  • Rule 173 “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

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

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

  • Registration Period shall have the meaning assigned to such term in Section 3(a).

  • Exemption Period means the period beginning on the first day of the property tax year after the property tax year in which an applicable portion of Economic Development Property is placed in service and ending on the Termination Date. In case there are Phases of the Project, the Exemption Period applies to each year’s investment made during the Investment Period.

  • 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.

  • Rule 164 “Rule 172”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.

  • SEC Rule means Rule 15c2-12 adopted by the Securities and Exchange Commission under the Securities Exchange Act of 1934.

  • Blackout Period shall have the meaning set forth in Section 3(n).

  • Rule 158 “Rule 163”, “Rule 164”, “Rule 172”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 497 refers to Rule 497(c) or 497(h) under the Act, as applicable.

  • Rule 163 “Rule 164”, “Rule 172”, “Rule 405”, “Rule 415”, “Rule 424”, “Rule 430B” and “Rule 433” refer to such rules under the Act.

  • Rule 430B Information means the information included in any preliminary prospectus or the Prospectus or any amendment or supplement to any of the foregoing that was omitted from the Registration Statement at the time it first became effective but is deemed to be part of and included in the Registration Statement pursuant to Rule 430B.

  • Rule 462 refer to such rules under the Act.

  • Rule 430A Information means information with respect to the Securities and the offering thereof permitted to be omitted from the Registration Statement when it becomes effective pursuant to Rule 430A.

  • rule making ’ means agency process for formulating, amending, or repealing a rule;

  • Shelf Period has the meaning set forth in Section 2.02(b).

  • Rule 144A Information means the information specified pursuant to Rule 144A(d)(4) of the Securities Act (or any successor provision thereto).

  • Form S-3 means such form under the Securities Act as in effect on the date hereof or any registration form under the Securities Act subsequently adopted by the SEC that permits incorporation of substantial information by reference to other documents filed by the Company with the SEC.