Common use of Shelf Takedowns Clause in Contracts

Shelf Takedowns. At any time when the Resale Shelf Registration Statement or a Shelf Registration for the sale or distribution by any Investor Party on a delayed or continuous basis pursuant to Rule 415, including by way of an underwritten offering, Underwritten Block Trade or other distribution plan (each, a “Resale Shelf Registration”) is effective and its use has not been otherwise suspended by the Company in accordance with the terms of Section 2(f) below, upon a written demand (a “Takedown Demand”) by any Investor Party if it is a Shelf Participant holding Registrable Securities at such time, the Company will facilitate in the manner described in this Agreement a “takedown” of Registrable Securities off of such Resale Shelf Registration (a “Takedown Offering”). Any Takedown Demand shall specify the approximate number of Registrable Securities requested to be sold by each Investor Party and the intended method of distribution.

Appears in 3 contracts

Sources: Registration Rights Agreement (Capital Senior Living Corp), Investment Agreement (Capital Senior Living Corp), Investment Agreement (Capital Senior Living Corp)

Shelf Takedowns. At any time when the Resale Shelf Registration Statement or a Shelf Registration for the sale or distribution by any Investor Party on a delayed or continuous basis pursuant to Rule 415, including by way of an underwritten offering, Underwritten Block Trade or other distribution plan (each, a “Resale Shelf Registration”) is effective and its use has not been otherwise suspended by the Company in accordance with the terms of Section 2(f3(f) below, upon a written demand (a “Takedown Demand”) by any Investor Party (the “Takedown Initiating Investor Party”) if it is a Shelf Participant holding Registrable Securities at such time, the Company will facilitate in the manner described in this Agreement a “takedown” of Registrable Securities off of such Resale Shelf Registration (a “Takedown Offering”). Any Takedown Demand shall specify the approximate number of Registrable Securities requested to be sold by each the Takedown Initiating Investor Party and the intended method of distribution.

Appears in 3 contracts

Sources: Registration Rights Agreement (Sonida Senior Living, Inc.), Investment Agreement (Sonida Senior Living, Inc.), Investment Agreement (Sonida Senior Living, Inc.)