Shelf Takedown Request definition

Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).

Shelf Takedown Request has the meaning set forth in Section 2(a)(v).

Shelf Takedown Request has the meaning set forth in Section 4.1(c).

Examples of Shelf Takedown Request in a sentence

• If the Holders initiating a shelf takedown pursuant to this Section 1.5 (the “ Shelf Takedown Initiating Holders”) intend to distribute the Registrable Securities covered by such Shelf Takedown Request by means of an underwriting, they shall so advise the Company as a part of their Shelf Takedown Request and the Company shall include such information in the Shelf Takedown Notice.

• The migration of office buildings to the mass appraisal structure provided by the CAMA system is a positive development.

• As in Ololosokwan, Sinya’s lands contain important migratory routes and dispersal areas for wildlife, as wildebeest and zebra move from Amboseli National Park south through Sinya to the Ngasurai plains during the wet season.

• Notwithstanding the foregoing, the Company shall not be obligated to take any action to effect any Underwritten Shelf Takedown if: (i) a Demand Registration was declared effective or an Underwritten Shelf Takedown was consummated within the preceding 90 days; or (ii) the Registrable Securities requested to be offered in such Underwritten Shelf Takedown pursuant to the Shelf Takedown Request have a Market Value equal to less than $25 million on the date of the Shelf Takedown Request.

• Promptly upon receipt (but in no event more than three (3) Business Days thereafter) of a Shelf Takedown Request involving an Underwritten Shelf Takedown, the Company shall deliver a notice (a “Shelf Takedown Notice”) to each other Holder with Registrable Securities covered by the applicable Registration Statement (each a “Potential Takedown Participant”).

• School leaders are involved in setting up systems that enable staff to partner effectively with families, especially those whose children have behavioral health challenges, in supporting the educational success of their children, including supporting family involvement in the implementation of supportive school environments, early interventions, and intensive services.

• The Company shall bear all reasonable Registration Expenses incident to the Parties’ performance of or compliance with their respective obligations under this Agreement or otherwise in connection with any Demand Registration, Shelf Registration, Shelf Takedown Request or Piggyback Registration (excluding any Selling Expenses), whether or not any Registrable Securities are sold pursuant to a Registration Statement.

• In addition to providing the information required pursuant to Section 2(d) of this Agreement, each Shelf Takedown Request shall specify the approximate number of Company Ordinary Shares to be sold in the Underwritten Shelf Takedown and the expected price range (net of underwriting discounts and commissions) of such Underwritten Shelf Takedown.

• After effectiveness of the New Shelf, the Special Holders shall be prohibited from making a Shelf Takedown Request (as defined below) under the Initial Form S-1 Shelf (and shall only be entitled to make such a Shelf Takedown Request under the New Shelf) and any references herein to the “Shelf” shall be deemed to include the New Shelf.

• As promptly as practicable, but at least 10 Business Days prior to the anticipated filing date of the prospectus or prospectus supplement relating to such Underwritten Takedown, the Company shall give written notice (the “ Shelf Takedown Notice”) of such Shelf Takedown Request to all other Holders of Shelf Registrable Securities.

More Definitions of Shelf Takedown Request

Shelf Takedown Request has the meaning given to such term in Section 2(b).

Shelf Takedown Request has the meaning set forth in Section 2(a)(iii) of this Annex I. “Suspension Period” has the meaning set forth in Section 2(e) of this Annex I.

Shelf Takedown Request has the meaning set forth in Section 2.1(e). “Special Holder” means, together, the Sponsor, the Sponsor Holders and the SGHC Holders. “Sponsor” has the meaning set forth in the Preamble.

Shelf Takedown Request has the meaning set forth in Section 2(a)(iv). “Structuring Fee” has the meaning set forth in the Investment Agreement.

Shelf Takedown Request has the meaning set forth in Section 3.2(e)(i).

Shelf Takedown Request shall have the meaning set forth in Section 3.2(e)(i). “TSG Investors” means Dutch Holdings, LLC, a Delaware limited liability company, TSG7 A AIV VI, L.P., a Delaware limited partnership, TSG7 A AIV VI Holdings-A. L.P., a Delaware limited partnership, and DG Coinvestor Blocker Aggregator, L.P., a Delaware limited partnership (along with their respective Permitted Transferees). “Underwritten Public Offering” means an underwritten Public Offering, including any underwritten block trade, bought deal, auction block trade or block sale to a financial institution conducted as an underwritten Public Offering. “Underwritten Shelf Takedown” means an Underwritten Public Offering pursuant to an effective Shelf Registration Statement. “WKSI” means any Securities Act registrant that is a well-known seasoned issuer as defined in Rule 405 under the Securities Act at the most recent eligibility determination date specified in paragraph (2) of that definition. SECTION 2.2