Definitions Clause Example with 4 Variations from Business Contracts
This page contains Definitions clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Definitions. For purposes of this Warrant, the following terms shall have the following meanings: (a) "Commission" means the United States Securities and Exchange Commission. (b) "Closing Sale Price" means, for any security as of any date, the last trade price for such security on the Principal Trading Market for such security, as reported by Bloomberg Financial Markets, or, if such Principal Trading Market begins to operate on an extended hours basis and does not designate the last trade price, then the las...t trade price of such security prior to 4:00 P.M., New York City time, as reported by Bloomberg Financial Markets, or if the foregoing do not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg Financial Markets, or, if no last trade price is reported for such security by Bloomberg Financial Markets, the average of the bid and ask prices, of any market makers for such security as reported in the "pink sheets" by Pink Sheets LLC. If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then the Board of Directors of the Company shall use its good faith judgment to determine the fair market value. The Board of Directors' determination shall be binding upon all parties absent demonstrable error. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during the applicable calculation period. (c) "Principal Trading Market" means the Trading Market on which the Common Stock is primarily listed on and quoted for trading, which, as of the Original Issue Date shall be the Nasdaq Capital Market. (d) "Registration Statement" means the Company's Registration Statement on Form S-3 (File No. 333-191073), initially filed on September 10, 2013. (e) "Securities Act" means the Securities Act of 1933, as amended. (f) "Transfer Agent" means Computershare Shareowner Services LLC, the Company's transfer agent for the Common Stock and Warrants.View More
Variations of a "Definitions" Clause from Business Contracts
Definitions. For purposes of this Warrant, the following terms shall have the following meanings: (a) "Affiliate" means any Person directly or indirectly controlled by, controlling or under common control with, a Holder, but only for so long as such control shall continue. For purposes of this definition, "control" (including, with correlative meanings, "controlled by", "controlling" and "under common control with") means, with respect to a Person, possession, direct or indirect, of (a) the power to direct o...r cause direction of the management and policies of such Person (whether through ownership of securities or partnership or other ownership interests, by contract or otherwise), or (b) at least 50% of the voting securities (whether directly or pursuant to any option, warrant or other similar arrangement) or other comparable equity interests. (b) "Commission" means the United States Securities and Exchange Commission. (b) (c) "Closing Sale Price" means, for any security as of any date, the last trade price for such security on the Principal Trading Market for such security, as reported by Bloomberg Financial Markets, or, if such Principal Trading Market begins to operate on an extended hours basis and does not designate the last trade price, then the last trade price of such security prior to 4:00 P.M., New York City time, as reported by Bloomberg Financial Markets, or if the foregoing do not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg Financial Markets, or, if no last trade price is reported for such security by Bloomberg Financial Markets, the average of the bid and ask prices, of any market makers for such security as reported in the "pink sheets" by Pink Sheets LLC. If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then the Board of Directors of the Company shall use its good faith judgment to determine the fair market value. The Board of Directors' determination shall be binding upon all parties absent demonstrable error. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during the applicable calculation period. (c) (d) "Principal Trading Market" means the Trading Market national securities exchange or other trading market on which the Common Stock is primarily listed on and quoted for trading, which, as of the Original Issue Date Date, shall be the Nasdaq Capital Market. (d) (e) "Registration Statement" means the Company's Registration Statement on Form S-3 (File No. 333-191073), initially filed 333- 207848), declared effective on September 10, 2013. (e) November 18, 2015. (f) "Securities Act" means the Securities Act of 1933, as amended. (f) (g) "Trading Day" means any weekday on which the Principal Trading Market is normally open for trading. (h) "Transfer Agent" means Computershare Shareowner Services LLC, the Company's transfer agent and registrar for the Common Stock Stock, and Warrants. any successor appointed in such capacity. View More
Definitions. For purposes of this Warrant, the following terms shall have the following meanings: (a) "Affiliate" of any Person means any other Person directly or indirectly controlling, controlled by or under common control with such Person. (b) "Commission" means the United States Securities and Exchange Commission. (b) Commission and any successor entity thereto. (c) "Closing Sale Price" means, for any security as of any date, the last trade price for such security on the Principal Trading Market for such... security, as reported by Bloomberg Financial Markets, or, if such Principal Trading Market begins to operate on an extended hours basis and does not designate the last trade price, then the last trade price of such security immediately prior to 4:00 P.M., New York City time, as reported by Bloomberg Financial Markets, or if the foregoing do not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg Financial Markets, or, if no last trade price is reported for such security by Bloomberg Financial Markets, the average of the bid and ask prices, prices of any market makers for such security as reported in on OTC Pink (also known as the "pink sheets" sheets") by Pink Sheets LLC. the OTC Markets, Inc. If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then the Board of Directors of the Company shall use its good faith judgment to determine the fair market value. value of such security on such date. The Board of Directors' determination shall be binding upon all parties absent demonstrable error. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during the applicable calculation period. (c) (d) "Person" means any natural person, corporation, firm, joint venture, partnership, limited liability company, association, enterprise, trust or other entity or organization, or any government or political subdivision or any agency, department or instrumentality thereof. (e) "Principal Trading Market" means the Trading Market trading market on which the Common Stock is primarily listed on and quoted for trading, and which, as of the Original Issue Date shall be the Nasdaq Capital Market. (d) New York Stock Exchange. (f) "Registration Statement" means the Company's Registration Statement on Form S-3 (File No. 333-191073), initially filed on September 10, 2013. (e) 333-204688), as amended and supplemented from time to time, relating to the Warrant Shares, among other securities of the Company. (g) "Securities Act" means the Securities Act of 1933, as amended. (f) (h) "Trading Day" means a day on which the Principal Trading Market is open for trading. (i) "Transfer Agent" means Computershare Shareowner Services LLC, Trust Company, the Company's transfer agent for the Common Stock Stock, and the Company or its designee, with respect to the Warrants. View More
Definitions. For purposes of this Warrant, the following terms shall have the following meanings: (a) "Affiliate" of any Person means any other Person directly or indirectly controlling, controlled by or under common control with such Person. (b) "Commission" means the United States Securities and Exchange Commission. (b) Commission and any successor entity thereto. (c) "Closing Sale Price" means, for any security as of any date, the last trade price for such security on the Principal Trading Market for such... security, as reported by Bloomberg Financial Markets, or, if such Principal Trading Market begins to operate on an extended hours basis and does not designate the last trade price, then the last trade price of such security immediately prior to 4:00 P.M., New York City time, as reported by Bloomberg Financial Markets, or if the foregoing do not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg Financial Markets, or, if no last trade price is reported for such security by Bloomberg Financial Markets, the average of the bid and ask prices, prices of any market makers for such security as reported in on OTC Pink (also known as the "pink sheets" sheets") by Pink Sheets LLC. the OTC Markets, Inc. If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then the Board of Directors of the Company shall use its good faith judgment to determine the fair market value. value of such security on such date. The Board of Directors' determination shall be binding upon all parties absent demonstrable error. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during the applicable calculation period. (c) (d) "Person" means any natural person, corporation, firm, joint venture, partnership, limited liability company, association, enterprise, trust or other entity or organization, or any government or political subdivision or any agency, department or instrumentality thereof. (e) "Principal Trading Market" means the Trading Market trading market on which the Common Stock is primarily listed on and quoted for trading, and which, as of the Original Issue Date shall be the The Nasdaq Capital Market. (d) "Registration Statement" means the Company's Registration Statement on Form S-3 (File No. 333-191073), initially filed on September 10, 2013. (e) (f) "Securities Act" means the Securities Act of 1933, as amended. (f) (g) "Trading Day" means a day on which the Principal Trading Market is open for trading. (h) "Transfer Agent" means Computershare Shareowner Services VStock Transfer, LLC, the Company's transfer agent for the Common Stock Stock, and the Company or its designee, with respect to the Warrants. View More
Definitions. For purposes of this Warrant, the following terms shall have the following meanings: (a) "Affiliate" of any Person means any other Person directly or indirectly controlling, controlled by or under common control with such Person. (b) "Commission" means the United States Securities and Exchange Commission. (b) Commission and any successor entity thereto. (c) "Closing Sale Price" means, for any security as of any date, the last trade price for such security on the Principal Trading Market for such... security, as reported by Bloomberg Financial Markets, or, if such Principal Trading Market begins to operate on an extended hours basis and does not designate the last trade price, then the last trade price of such security immediately prior to 4:00 P.M., New York City time, as reported by Bloomberg Financial Markets, or if the foregoing do not apply, the last trade price of such security in the over-the-counter market on the electronic bulletin board for such security as reported by Bloomberg Financial Markets, or, if no last trade price is reported for such security by Bloomberg Financial Markets, the average of the bid and ask prices, of any market makers for such security as reported in the "pink sheets" by Pink Sheets LLC. If the Closing Sale Price cannot be calculated for a security on a particular date on any of the foregoing bases, the Closing Sale Price of such security on such date shall be the fair market value as mutually determined by the Company and the Holder. If the Company and the Holder are unable to agree upon the fair market value of such security, then the Board of Directors of the Company shall use its good faith judgment to determine the fair market value. value of such security on such date. The Board of Directors' determination shall be binding upon all parties absent demonstrable error. All such determinations shall be appropriately adjusted for any stock dividend, stock split, stock combination or other similar transaction during the applicable calculation period. (c) (d) "Person" means any natural person, corporation, firm, joint venture, partnership, limited liability company, association, enterprise, trust or other entity or organization, or any government or political subdivision or any agency, department or instrumentality thereof. (e) "Principal Trading Market" means the Trading Market trading market on which the Common Stock is primarily listed on and quoted for trading, and which, as of the Original Issue Date shall be the Nasdaq The NASDAQ Capital Market. (d) "Registration Statement" means the Company's Registration Statement on Form S-3 (File No. 333-191073), initially filed on September 10, 2013. (e) (f) "Securities Act" means the Securities Act of 1933, as amended. (f) "Transfer Agent" (g) "Trading Day" means Computershare Shareowner Services LLC, a day on which the Company's transfer agent Principal Trading Market is open for the Common Stock and Warrants. trading. View More
