Shelf Takedown definition

Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.

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Shelf Takedown has the meaning set forth in Section 2(d).

Shelf Takedown has the meaning set forth in Section 4(b).

Examples of Shelf Takedown in a sentence

• Notwithstanding anything to the contrary in this Agreement, the Company shall be responsible for the Registration Expenses incurred in connection with an Underwritten Shelf Takedown prior to a withdrawal under this subsection 2.3.5.

• All requests for Underwritten Shelf Takedowns shall be made by giving written notice to the Company at least 48 hours prior to the public announcement of such Underwritten Shelf Takedown, which shall specify the approximate number of Registrable Securities proposed to be sold in the Underwritten Shelf Takedown and the expected price range (net of underwriting discounts and commissions) of such Underwritten Shelf Takedown.

• The Company shall include in any Underwritten Shelf Takedown the securities requested to be included by any holder (each a “Takedown Requesting Holder”) at least 24 hours prior to the public announcement of such Underwritten Shelf Takedown pursuant to written contractual piggyback registration rights of such holder (including to those set forth herein).

• Any Stockholder of Registrable Securities included on a Shelf Registration Statement shall have the right to require that the Corporation cooperate in a shelf takedown (“Shelf Takedown”) at any time, including an Underwritten Offering, by delivering a written request thereof to the Corporation specifying the number of shares of Registrable Securities such Stockholder wishes to include in the Shelf Takedown (each, a “Takedown Notice”).

• If the Shelf Takedown is an Underwritten Offering, the Registrable Securities requested to be included in such Shelf Takedown must be either (i) taking into account all of the Stockholders electing to participate, equal to or greater than the Registrable Amount or (ii) represent all of the remaining Registrable Securities owned by the requesting Stockholder and its Affiliates.

More Definitions of Shelf Takedown

Shelf Takedown means either an Underwritten Shelf Takedown or a Piggyback Takedown.

Shelf Takedown has the meaning set forth in Section 3(a).

Shelf Takedown shall have the meaning given in subsection 2.2.6.

Shelf Takedown has the meaning given such term in Section 5.04(b).

Shelf Takedown means a Public Offering pursuant to an effective Shelf Registration Statement.

Shelf Takedown means an Underwritten Shelf Takedown or another Public Offering pursuant to a Shelf Registration.

Shelf Takedown means an offering of Registrable Securities that is registered on a Shelf Registration Statement which, without limitation, may include an Underwritten Offering or an Overnight Offering.