Ownership, Use and Return of Offering Materials The Offering Materials shall continue to be the property of the Owner and HFF. The Offering Materials will be used by the Potential Investor solely for the purpose of evaluating the possible acquisition of the Property and not for any purpose unrelated to the possible acquisition of the Property. The Offering Materials may not be copied or duplicated without the Owner's and HFF’s prior written consent, and must be returned to HFF (or with HFF’s permission, destroyed by Potential Investor and any Related Party, and in such instance Potential Investor shall certify in writing to HFF and Owner that such information has been so destroyed) immediately upon request or when the Potential Investor declines to make an offer for the Property or terminates any discussions or negotiations with respect to the Property.
EPP session-‐command RTT Refers to the RTT of the sequence of packets that includes the sending of a session command plus the reception of the EPP response for only one EPP session command. For the login command it will include packets needed for starting the TCP session. For the logout command it will include packets needed for closing the TCP session. EPP session commands are those described in section 2.9.1 of EPP RFC 5730. If the RTT is 5 times or more the corresponding SLR, the RTT will be considered undefined.
Demand Registration At any time after the day that begins one year after the Effective Date and on or before the end of the day that is five years after the Effective Date, upon written, or telegraphic or telephonic notice followed as soon as practicable by written confirmation thereof, from any Holder or Holders (the "Requesting Holders") of that number of Warrants and/or Warrant Shares which in the aggregate shall constitute a majority of all Warrant Shares issued or issuable under this Agreement (excluding Warrant Shares which have been previously sold, transferred or otherwise disposed of in a registered public offering, pursuant to Rule 144 under the Act, as such rule may be amended from time to time, or pursuant to Regulation S under the Act, as such Regulation may be amended from time to time, or which in the opinion of both counsel to the Company and counsel to the Requesting Holders may otherwise then be publicly sold without registration under the Act), that such Holder or Holders request the registration under the Act of any of the Warrant Shares, the Company shall (i) immediately give notice to the other Holders and afford them the opportunity to participate in the registration statement and (ii) as promptly as possible after the receipt of such notice from the Requesting Holders, but in any event within 60 days of the receipt of such notice, and solely at its cost and expense, file a registration statement with respect to the offering and sale or other disposition of the Warrant Shares with respect to which it shall have received such notice. Such registration statement may, if the Company satisfies the applicable requirements, be made on Form S-3. If a registration requested pursuant to this Section 3(c) is an underwritten registration, the Company and other holders of securities of the Company may include securities in such registration without the written consent of the Holders of the Warrant Shares for which registration has been requested pursuant to this Section 3(c) if, but only if, the managing underwriters of such registration advise the participating Holders of Warrant Shares in writing that in their opinion such inclusion will not materially affect the successful marketing of the Warrant Shares. The Holders shall not be deemed to have effected a demand registration pursuant to this Section 3(c) unless and until the registration statement is declared effective. The Company shall be obligated to file only one registration statement pursuant to this Section 3(c) which becomes effective, whether or not the registration statement at the time it becomes effective covers all or a portion of the Warrant Shares.
EPP query-‐command RTT Refers to the RTT of the sequence of packets that includes the sending of a query command plus the reception of the EPP response for only one EPP query command. It does not include packets needed for the start or close of either the EPP or the TCP session. EPP query commands are those described in section 2.9.2 of EPP RFC 5730. If the RTT is 5-‐times or more the corresponding SLR, the RTT will be considered undefined.
Piggyback Registration Provided that the Registration Conditions have been satisfied, the Company shall, at least 30 days prior to the filing of any registration statement under the Securities Act (other than a registration statement on Form S-8 or Form S-4 or any comparable or successor forms) relating to the public offering of its Common Stock by the Company or any of its security holders, give written notice of such proposed filing and of the proposed date thereof to Almedica, and if, on or before the 20th day following the date on which such notice is given, the Company shall receive a written request from Almedica requesting that the Company include among the securities covered by such registration statement some or all of the Registrable Securities, the Company shall include such Registrable Securities in such registration statement, if filed, so as to permit such Registrable Securities to be sold or disposed of in the manner and on the terms of the offering thereof set forth in such request. If the managing underwriter advises the Company in writing that the inclusion in such registration of some or all of the Registrable Securities sought to be registered by Almedica creates a substantial risk that the proceeds or price per share that will be derived from such registration will be reduced or that the number of shares to be registered at the insistence of Almedica, plus the number of shares of Common Stock sought to be registered by the Company and any other stockholders of the Company is too large a number to be reasonably sold, then, in such event, the number of shares sought to be registered for the stockholders of the Company shall be reduced, pro rata in proportion to the number of shares sought to be registered to the number of shares recommended be sold by the managing underwriter. Any Registrable Securities excluded or withdrawn from such underwriting shall be withdrawn from such registration. With respect to any excluded or withdrawn Registrable Securities and any Registrable Securities not covered by Almedica's request for inclusion in such registration statement, Almedica shall remain entitled to receive additional notices pursuant to this Section 1(c) until all Registrable Securities have been included in a registration statement either pursuant to Section 1(b) or 1(c) of this Agreement. Once effective, the Company shall use commercially reasonable efforts to keep such registration statement continuously effective under the Securities Act during the Registration Period.
