“Registrable Shares” means the shares of common stock of the Company issued or issuable to the Stockholder and all of the shareholders of the Company with the exception of any shares of any Officers and Directors (“Stockholders”) in accordance with the terms and conditions of the Share Purchase Agreement, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.
“Registrable Shares”Securities” means all of the shares of commonthe Company's Common Stock which have been, or which may, from time to time be issued or become issuable to the Shareholders under the Merger Agreement (without regard to any limitation or restriction on purchases), and any and all shares of capital stock of the Company issued or issuable with respect to the Stockholder and all of the shareholders of the Company with the exceptionMerger Agreement as a result of any shares ofstock split, stock dividend, recapitalization, exchange or similar event or otherwise, without regard to any Officers and Directors (“Stockholders”) in accordance withlimitation on purchases under the terms and conditions of the Share Purchase Agreement, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.Merger Agreement.
“Registrable Shares”Shares means (i) the shares of common stock of the CompanyCommon Stock issued or issuable to the Stockholder and allupon conversion of the shareholders of the Company with the exception ofShares, (ii) any shares of Common Stock, and any Officersshares of Common Stock issued or issuable upon the conversion or exercise of any other securities, acquired by the Investors pursuant to Article III of this Agreement or pursuant to the Second Amended and Directors (“Stockholders”)Restated Stockholders Agreement of even date herewith among the Company, the Investors and certain other parties thereto, and (iii) any other shares of Common Stock issued in accordance withrespect of such shares (because of stock splits, stock dividends, reclassifications, recapitalizations, or similar events); provided, however, that shares of Common Stock which are Registrable Shares shall cease to be Registrable Shares (a) upon any sale of such shares pursuant to a Registration Statement or Rule 144 under the terms and conditionsSecurities Act, (b) upon any sale of such shares in any manner to a person or entity which, by virtue of Section 5.2 is not entitled to the rights provided by this Agreement, or (c) at such time as they become eligible for resale without restriction pursuant to Rule 144(b)(1) under the Securities Act. Wherever reference is made in this Agreement to a request or consent of holders of a certain percentage of Registrable Shares, the determination of such percentage shall include shares of Common Stock issuable upon conversion of the Share Purchase Agreement, and any securitiesShares even if such conversion has not been effected at the time of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.determination.
“"Registrable Shares”Securities" means all of the Purchase Shares that may, from time to time, be issued or become issuable to the Investor under the Purchase Agreement (without regard to any limitation or restriction on purchases), and any and all shares of commoncapital stock of the Company issued or issuable with respect to the Stockholder and all ofPurchase Shares or the shareholders of the Company with the exceptionPurchase Agreement as a result of any shares ofstock split, stock dividend, recapitalization, exchange or similar event or otherwise, without regard to any Officers and Directors (“Stockholders”) in accordance withlimitation on purchases under the terms and conditions of the Share Purchase Agreement, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.Agreement.
“Registrable Shares”Securities” means all of the Purchase Shares that may, from time to time, be issued or become issuable to the Investor under the Purchase Agreement (without regard to any limitation or restriction on purchases), and any and all shares of commoncapital stock of the Company issued or issuable with respect to the Stockholder and all ofPurchase Shares or the shareholders ofCommitment Shares or the Company with the exceptionPurchase Agreement as a result of any shares ofstock split, stock dividend, recapitalization, exchange or similar event or otherwise, without regard to any Officers and Directors (“Stockholders”) in accordance withlimitation on purchases under the terms and conditions of the Share Purchase Agreement, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.Agreement.
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