Substantial Marketing Efforts definition

Substantial Marketing Efforts means marketing efforts, in connection with an underwritten offering, that involve one-on-one in-person meetings with prospective purchasers of the Registrable Securities over multiple days and other customary marketing activities, as recommended by the underwriter(s).

Substantial Marketing Efforts means marketing efforts that require the Company’s management to participate in meetings with prospective investors over a period of more than 48 hours; provided, however, that management’s participation in a reasonable number of telephone conferences with prospective investors over a period of 48 hours or less shall not constitute Substantial Marketing Efforts.

Substantial Marketing Efforts means marketing efforts that take place over a period of more than 48 hours or any marketing efforts involving in-person meetings with prospective investors even if such marketing efforts occur over a period of time lasting less than 48 hours.

Examples of Substantial Marketing Efforts in a sentence

• The TPG Stockholders shall be entitled to request a maximum of two (2) Shelf Take-Downs involving Substantial Marketing Efforts in any three hundred sixty-five (365) day period.

• If the majority-in-interest of the Shelf Takedown Triggering Holders or Demand Registration Triggering Holders withdraws from a proposed offering relating to a Shelf Takedown or Demand Registration in accordance with this Section 3.2.4, then such registration shall not count as a Demand Registration provided for in Section 3.2.1 hereof or toward the number of Shelf Takedowns involving Substantial Marketing Efforts or Other Substantial Company Efforts (if applicable) provided for in Section 3.1.3 hereof.

• If Substantial Marketing Efforts are requested, the Company shall cause there to occur Full Cooperation in connection therewith.

• Notwithstanding the foregoing, the Company shall have no obligation to effect any underwritten offering pursuant to this Section 4 involving Substantial Marketing Efforts if, based on the current market prices, the number of Registrable Securities requested to be included in such offering by the Holders would not yield gross proceeds to the selling Holders of at least $25 million.

• Notwithstanding anything herein to the contrary, if any Shelf Takedown Triggering Holder is ultimately unable, due to the application of Section 3.2.3, to offer at least 75% of the Registrable Securities included in the Shelf Takedown Triggering Holder’s written demand for an offering, such offering shall not count toward the number of Shelf Takedowns involving Substantial Marketing Efforts or Other Substantial Company Efforts.

• The TPG Shareholders shall be entitled to request a maximum of two (2) Shelf Take-Downs involving Substantial Marketing Efforts in any three hundred sixty-five (365) day period.

More Definitions of Substantial Marketing Efforts

Substantial Marketing Efforts means marketing that involves in-person road shows with prospective investors over multiple days.