Shelf Offering Notice definition

Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

Shelf Offering Notice has the meaning set forth in Section 1(e)(i).

Shelf Offering Notice is defined in Section 2.1(b) of this Agreement.

Examples of Shelf Offering Notice in a sentence

• As promptly as reasonably practicable upon receipt of the Shelf Offering Notice, the Company shall use commercially reasonable efforts to facilitate such a “takedown” by amending or supplementing the Prospectus related to the Shelf Registration Statement as may be reasonably requested by the Buyer and taking other actions contemplated by Section 3.1 that may be applicable to such Shelf Offering.

• Each Holder agrees that such Holder shall treat as confidential the receipt of the Shelf Offering Notice and shall not disclose or use the information contained in such Shelf Offering Notice without the prior written consent of the Company until such time as the information contained therein is or becomes available to the public generally, other than as a result of disclosure by the Holder in breach of the terms of this Agreement.

• Each Holder agrees that such Holder shall treat as confidential the receipt of the Shelf Offering Notice and shall not disclose or use the information contained in such Shelf Offering Notice without the prior written consent of the Company or until such time as the information contained therein is or becomes available to the public generally, other than as a result of disclosure by the Holder in breach of the terms of this Agreement.

• Each holder agrees that such holder shall treat as confidential the Shelf Offering Notice and shall not disclose or use the information contained in such Shelf Offering Notice without the prior written consent of the Company until such time as the information contained therein is or becomes available to the public generally, other than as a result of disclosure by the holder in breach of the terms of this Agreement.

• The Company will, as expeditiously as possible (and in any event within fourteen (14) days after the receipt of a Shelf Offering Notice), but subject to Section 1(e), use its best efforts to consummate such Shelf Offering.

More Definitions of Shelf Offering Notice

Shelf Offering Notice shall have the meaning given in subsection 2.4.2.

Shelf Offering Notice shall have the meaning given in Section 2.3.1(b) of this Agreement.

Shelf Offering Notice shall have the meaning set forth in Section 3.

Shelf Offering Notice to the Company made during the Effectiveness Period, the Company will facilitate a “takedown” of Registrable Securities off of the Existing Registration Statement by such Holder and any other Holder(s) identified in the Shelf Offering Notice, including underwritten takedowns (it being understood that such Requesting Holder shall select the underwriters subject to the consent of the Company, which shall not be unreasonably withheld or delayed (a “Shelf Offering”). The Company will, as promptly as reasonably practical (taking into account any needs of the Company to prepare for the end of any fiscal quarter or year and the preparation of related financial statements) upon receipt of a Shelf Offering Notice, cooperate in any such takedown by preparing and filing with the SEC a prospectus supplement (the “Prospectus Supplement”) to the Existing Registration Statement as may be reasonably requested by such Requesting Holder or as may be otherwise required to effect the sale of the Registrable Securities to be sold thereunder. Such Requesting Holder shall give the Company prompt written notice of the consummation of a sale effected in any Shelf Offering. The Holders, collectively, may not require more than one underwritten Shelf Offering in the aggregate during any 12-month period.

Shelf Offering Notice to the Company made from time to time during the Effectiveness Period, the Company will use its commercially reasonable efforts to facilitate a “takedown” of Registrable Securities off of the Shelf Registration Statement by such Holder (“Shelf Offering”) by amending or supplementing the Prospectus related to the Shelf Registration Statement as may be reasonably requested by such Holder as promptly as reasonably practicable upon receipt of the Shelf Offering Notice. The Holders shall give the Company prompt written notice of the consummation of a sale effected in any Shelf Offering. For the avoidance of doubt, in the event any Shelf Offering is a Qualified Offering, such offering shall be subject to the conditions and limitations set forth in Section 2(c) below.

Shelf Offering Notice is defined in Section 3.2 of this Agreement.

Shelf Offering Notice has the meaning set forth in Section 1(e)(i). “Shelf Registration” has the meaning set forth in Section 1(a).