Allocation of Registrable Securities. The initial number of Registrable Securities included in any Registration Statement and any increase in the number of Registrable Securities included therein shall be allocated pro rata among the Holders based on the number of Registrable Securities held by each Holder at the time the Registration Statement covering such initial number of Registrable Securities or increase thereof is declared effective by the SEC. In the event that an Holder sells or otherwise transfers any of such Holder’s Registrable Securities, each transferee shall be allocated a pro rata portion of the then remaining number of Registrable Securities included in such Registration Statement for such transferor. Any Shares of Common Stock included in a Registration Statement and which remain allocated to any Person which ceases to hold any Registrable Securities covered by such Registration Statement shall be allocated to the remaining Holders, pro rata based on the number of Registrable Securities then held by such Holders which are covered by such Registration Statement. The Holders understand that the Company has obligations with respect to other registration rights and that the Company may include in the Registration Statement those securities set forth on Schedule 2(b) hereof with respect to which it has an existing obligation to register such securities under 1933 Act as of the date hereof.
Appears in 2 contracts
Sources: Registration Rights Agreement (Charys Holding Co Inc), Amendment Agreement (Charys Holding Co Inc)
Allocation of Registrable Securities. The initial number of Registrable Securities included in any Registration Statement and any increase in the number of Registrable Securities included therein shall be allocated pro rata among the Holders Investors based on the number of Registrable Securities held by each Holder Investor at the time the Registration Statement covering such initial number of Registrable Securities or increase thereof is declared effective by the SEC. In the event that an Holder Investor sells or otherwise transfers any of such Holder’s Investor's Registrable Securities, each transferee shall be allocated a pro rata portion of the then remaining number of Registrable Securities included in such Registration Statement for such transferor. Any Shares of Common Stock included in a Registration Statement and which remain allocated to any Person which ceases to hold any Registrable Securities covered by such Registration Statement shall be allocated to the remaining HoldersInvestors, pro rata based on the number of Registrable Securities then held by such Holders Investors which are covered by such Registration Statement. The Holders Investors understand that the Company has obligations with respect to other registration rights and that the Company may include in the Registration Statement those securities set forth on Schedule 2(b) hereof with respect to which it has an existing obligation to register such securities under the 1933 Act as of the date hereof.
Appears in 2 contracts
Sources: Registration Rights Agreement (MDwerks, Inc.), Registration Rights Agreement (Catuity Inc)
Allocation of Registrable Securities. The initial number of --------------------------------------- Registrable Securities included in any Registration Statement and any increase in the number of Registrable Securities included therein shall be allocated pro rata among the Holders Investors based on the number of Registrable Securities held by each Holder Investor at the time the Registration Statement covering such initial number of Registrable Securities or increase thereof is declared effective by the SEC. In the event that an Holder Investor sells or otherwise transfers any of such Holder’s Investor's Registrable Securities, each transferee shall be allocated a pro rata portion of the then remaining number of Registrable Securities included in such Registration Statement for such transferor. Any Shares of Common Stock included in a Registration Statement and which remain allocated to any Person which ceases to hold any Registrable Securities covered by such Registration Statement shall be allocated to the remaining HoldersInvestors, pro rata based on the number of Registrable Securities then held by such Holders Investors which are covered by such Registration Statement. The Holders Investors understand that the Company has obligations with respect to other registration rights and that the Company may include in the Registration Statement those securities set forth on Schedule 2(b) hereof with respect to which it has an existing obligation to register such securities under 1933 Act as of the date hereof.
Appears in 1 contract
Sources: Registration Rights Agreement (Charys Holding Co Inc)
Allocation of Registrable Securities. The initial number of Registrable Securities included in any Registration Statement and any increase in the number of Registrable Securities included therein shall be allocated pro rata among the Holders Investors based on the number of Registrable Securities held by each Holder Investor at the time the Registration Statement covering such initial number of Registrable Securities or increase thereof is declared effective by the SEC. In the event that an Holder Investor sells or otherwise transfers any of such HolderInvestor’s Registrable Securities, each transferee shall be allocated a pro rata portion of the then remaining number of Registrable Securities included in such Registration Statement for such transferor. Any Shares of Common Stock included in a Registration Statement and which remain allocated to any Person which ceases to hold any Registrable Securities covered by such Registration Statement shall be allocated to the remaining HoldersInvestors, pro rata based on the number of Registrable Securities then held by such Holders Investors which are covered by such Registration Statement. The Holders understand that In no event shall the Company has obligations with respect to include any securities other registration rights and that the Company may include in the than Registrable Securities on any Registration Statement those securities without the prior written consent of the Required Holders other than the shares underlying or relating to the agreements and instruments set forth on Schedule 2(b) hereof with respect which shares may be included on the Registration Statement only to which it has an existing obligation to register such securities under 1933 Act the extent the registration rights, as of the date hereof, of such shares require their inclusion on the Registration Statement.
Appears in 1 contract
Sources: Registration Rights Agreement (Touchstone Resources Usa, Inc.)
Allocation of Registrable Securities. The initial number of Registrable Securities included in any Registration Statement and any increase or decrease in the number of Registrable Securities included therein shall be allocated pro rata among the Holders Investors based on the number of Registrable Securities held by each Holder Investor at the time the Registration Statement covering such initial number of Registrable Securities or increase or decrease thereof is declared effective by the SEC. In the event that an Holder Investor sells or otherwise transfers any of such HolderInvestor’s Registrable Securities, each transferee shall be allocated a pro rata portion of the then remaining number of Registrable Securities included in such Registration Statement for such transferor. Any Shares shares of Common Stock included in a Registration Statement and which remain allocated to any Person which ceases to hold any Registrable Securities covered by such Registration Statement shall be allocated to the remaining HoldersInvestors, pro rata based on the number of Registrable Securities then held by such Holders Investors which are covered by such Registration Statement. The Holders understand that In no event shall the Company has obligations with respect to include any securities other registration rights and than Registrable Securities on any Registration Statement without the prior written consent of the Required Holders; provided, that the Company may include in register for resale the Registration Statement shares of Common Stock underlying those securities set forth on Schedule 2(b) hereof with respect certain convertible unsecured notes and warrants to which it has an existing obligation to register such securities under 1933 Act as purchase Common Stock of the date hereofCompany and the shares of Common Stock underlying the additional warrants to purchase Common Stock issued pursuant to that certain securities purchase agreement dated September 1, 2016 (the “Prior Shares”).
Appears in 1 contract