Potential Takedown Participant definition

Potential Takedown Participant shall have the meaning set forth in Section 3.2.5(b).
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Potential Takedown Participant has the meaning set forth in Section 2.02(e)(ii).
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Potential Takedown Participant has the meaning set forth in Section 4.2(f)(ii).
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Examples of Potential Takedown Participant in a sentence

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity to include in any Underwritten Shelf Takedown such number of Registrable Securities as each such Potential Takedown Participant may request in writing.

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity to include in such requested Underwritten Shelf Takedown such number of Registrable Securities as each such Potential Takedown Participant may request in writing.

  • No Holder, other than a Requisite Investor, may effect a Public Offering pursuant to this Section 3.2, except pursuant to Section 3.2.5(b) as a Potential Takedown Participant.

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity to include in any Underwritten Shelf Takedown such number of Registrable Securities as each such Potential Takedown Participant may request in writing (each a “Requesting Holder”).

  • No Holder, other than a Requisite Investor, may effect a Public Offering pursuant to this Section 3.2, except pursuant to Section 3.2(e)(ii) as a Potential Takedown Participant.

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity, subject to the provisions of Article IV, to include in any Underwritten Shelf Takedown such number of Registrable Securities as each such Potential Takedown Participant may request in writing (each a “Requesting Holder”).

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity to include in any Underwritten Shelf Takedown that number of Registrable Securities as each such Potential Takedown Participant may request in writing.

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity to include in any Underwritten Shelf Takedown such number of Registrable Securities as each such Potential Takedown Participant may request in writing within ten (10) days (or two (2) Business Days in connection with an underwritten “block trade”) after the date that the Shelf Takedown Notice has been delivered.

  • The Takedown Notice shall offer each such Potential Takedown Participant the opportunity to include in the applicable underwritten public offering such number of Registrable Securities as each such Potential Takedown Participant may request in writing.

  • The Shelf Takedown Notice shall offer each such Potential Takedown Participant the opportunity, subject to the provisions of Article III, to include in any Underwritten Shelf Takedown such number of Registrable Securities as each such Potential Takedown Participant may request in writing (each a “Requesting Holder”).


More Definitions of Potential Takedown Participant

Potential Takedown Participant has the meaning set forth in Section 6.2(b). “Press Release” has the meaning set forth in Section 5.4.
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Potential Takedown Participant has the meaning set forth in Section 2(d)(ii). “Proceeding” means any action, claim, suit, proceeding or investigation (including a preliminary investigation or partial proceeding, such as a deposition) pending or known to the Company to be threatened.
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Potential Takedown Participant has the meaning set forth in Section 2.1(d). “Prospectus” means the prospectus included in any Registration Statement, all amendments (including post-effective amendments) and supplements to such prospectus, and all material incorporated by reference in such prospectus. “PubCo” has the meaning set forth in the Preamble. “Registrable Securities” means at any time (a) any Common Shares or Warrants outstanding on the Closing Date, (b) any Common Shares issued or issuable upon the exercise of the Warrants, and (c) any Equity Securities of PubCo or any Subsidiary of PubCo that may be issued or distributed or be issuable with respect to the securities referred to in clauses (a) or (b) by way of conversion, dividend, stock or share split or other distribution, merger, consolidation, exchange, recapitalization or reclassification or similar transaction, in each case held by a Holder, other than any security received pursuant to an incentive plan adopted by PubCo on or after the Closing Date; provided, however, that any such Registrable Securities shall cease to be Registrable Securities to the extent (A) a Registration Statement with respect to the sale of such Registrable Securities has become effective under the Securities Act and such Registrable Securities have been sold, transferred, disposed of or exchanged in accordance with the plan of distribution set forth in such Registration Statement, (B) such Registrable Securities shall have ceased to be outstanding, (C) such Registrable Securities have been sold to, or through, a broker, dealer or underwriter in a public distribution or other public securities transaction, (D) such Registrable Securities shall have been otherwise transferred, new certificates for them not bearing a legend restricting further transfer shall have been delivered by PubCo and subsequent public distribution of them shall not require registration under the Securities Act or (E) such Common Shares are eligible for resale without any volume restrictions pursuant to Rule 144. “Registration” means a registration, including any related Shelf Takedown, effected by preparing and filing a registration statement, prospectus or similar document in compliance with the requirements of the Securities Act, and such registration statement becoming effective. “Registration Expenses” means the expenses of a Registration or other Transfer pursuant to the terms of this Registration Rights Agreement, including the following: (a) all SEC or securities exchan...
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Related to Potential Takedown Participant

  • Terminated Participant means a person who has been a Participant, but whose employment has been terminated other than by death, Total and Permanent Disability or retirement.

  • Eligible Participant means an employee, officer, consultant or director of the Company or any Affiliate.

  • Current Participant means a Class Member who has an Active Account in one or both the Plans as of August 5, 2020.

  • Designated Participant means a key Employee of the Company or any other Participating Company who is designated by the Committee in writing to participate in the Program.

  • Other Participant means a cooperative project participant other than the United States.

  • FTR Participant means any Market Participant that provides or is required to provide Collateral in order to participate in PJM’s FTR auctions.

  • Qualified Participant means any Participant or Former Participant who has completed ten (10) Years of Service as a Participant and has attained age 55.

  • Requesting Participant means a Participant initiating an RFQ.

  • Eligible Employee means full-time and part-time employees in the bargaining unit who have completed four hundred and fifty (450) hours of service and who are not prohibited from contributing to the Plan by legislation or the Plan rules because of their age or because they are in receipt of a pension from the Plan.

  • Participant has the meaning specified in Section 10.06(d).

  • L/C Participant shall have the meaning provided in Section 3.3(a).

  • Section 162(m) Participant means any key Employee designated by the Administrator as a key Employee whose compensation for the fiscal year in which the key Employee is so designated or a future fiscal year may be subject to the limit on deductible compensation imposed by Section 162(m) of the Code.

  • Program participant means an individual certified by the secretary as a program participant under Iowa Code section 9E.3.

  • Disability benefit recipient means a member who is receiving a disability benefit.

  • CDS Participant means a broker, dealer, bank or other financial institution or other person for whom, from time to time, CDS effects book entries for the Units deposited with CDS.

  • Active Participant means a Participant who has satisfied the eligibility requirements under Section 3 and who has at least 1,000 Hours of Service during the current Plan Year. However, a Participant shall not qualify as an Active Participant unless (i) he is in active Service with an Employer as of the last day of the Plan Year, or (ii) he is on a Recognized Absence as of that date, or (iii) his Service terminated during the Plan Year by reason of Disability, death, or Normal Retirement.

  • Non-Key Employee means any Employee who is not a Key Employee.

  • Reporting Participant means a Participant who is subject to the reporting requirements of Section 16 of the Exchange Act.

  • Key Employee means any executive-level employee (including, division director and vice president-level positions) as well as any employee who, either alone or in concert with others, develops, invents, programs, or designs any Company Intellectual Property (as defined in the Purchase Agreement).

  • Disabled Participant with respect to a loan if it has no right to exercise any voting or other control rights with respect to such loan (other than the right to approve amendments to the material economic terms of such loan).

  • Inactive Participant means each Participant (other than a Retired Participant, Deceased Participant or Disabled Participant) who is not in active service as an Outside Director and is not actively employed by a Participating Company.

  • Market Participant means a Market Buyer, a Market Seller, an Economic Load Response Participant, or all three, except when such term is used in Tariff, Attachment M, in which case Market Participant shall mean an entity that generates, transmits, distributes, purchases, or sells electricity, ancillary services, or any other product or service provided under the PJM Tariff or Operating Agreement within, into, out of, or through the PJM Region, but it shall not include an Authorized Government Agency that consumes energy for its own use but does not purchase or sell energy at wholesale.

  • Disability Support Pension means the Commonwealth pension scheme to provide income security for persons with a disability as provided under the Social Security Act 1991, as amended from time to time, or any successor to that scheme.

  • Defaulting Participant means a Participant which the Project Committee has declared to be in substantial breach of this Consortium Agreement or the PPP Allowance Agreement in accordance with Sections 3.5 and 6.5 of this Consortium Agreement;

  • Study Participant means a person recruited to participate in the Study.

  • Covered Employee means an employee who is a “Covered Employee” within the meaning of Section 162(m) of the Code.