Selling Procedures Sample Clauses

Selling Procedures. Any sale of Registrable Shares pursuant to the registration statement filed in accordance with Section 3 hereof shall be subject to the following conditions and procedures:

Selling Procedures. (a) Each Stockholder will notify the Company of his intention to sell Shares under any registration statement not less than five (5) nor more than ten (10) business days prior to the expected date of such sale by faxing the "Takedown Request" attached hereto as Exhibit A to: Testa, Hurwitz & Thibeault, LLP 125 High Street Xxxh Sxxxxx Xxxer Boston, Maxxxxxxxxxxx 00000 Xxxx: Xxxxxxx X. Xxxxxxx, Xx. Xxxxx: (000) 008-7278 Xxxxxxxxx: (000) 000-7100 During this period, the Xxxxxxx xxxx xeview the prospectus to determinx xx x xxxxxxxion pursuant to Section 8 is necessary or appropriate. If the Company does not notify the Stockholder of a suspension pursuant to Section 8, the Stockholder may conclude the proposed sale, on the proposed date of sale, strictly in accordance with the Takedown Request. (b) Each Stockholder will notify the Company of each sale under any registration statement in accordance with the Takedown Request within 24 hours of the sale by faxing the "Notification of Sale" attached hereto as Exhibit B to: Testa, Hurwitz & Thibeault, LLP 125 High Street Xxxh Sxxxxx Xxxer Boston, Maxxxxxxxxxxx 00000 Xxxx: Xxxxxxx X. Xxxxxxx, Xx. Xxxxx: (000) 008-7278 Xxxxxxxxx: (000) 000-7100 Based on the information xxx xxxxx xx the Notification of Sale, the Coxxxxx xxxx xxxpare or cause to be prepared the appropriate notifications to its Transfer Agent to remove the legend described in Section 4 from the Shares so sold.

Selling Procedures. (a) In the event Abbott intends to resell Shares pursuant to a Registration Statement, Abbott shall give RTI five (5) business days notice of its intent to sell in reliance on such Registration Statement (the "Notice of Sale"). RTI may refuse to permit Abbott to resell any Shares pursuant to the Registration Statement; provided, however, that in order to exercise this right, RTI must deliver to Abbott a certificate in writing within three (3) business days following its receipt of the Notice of Sale from Abbott to the effect that a sale pursuant to the Registration Statement in its then current form could constitute a violation of the federal securities laws. In such an event, RTI shall either (i) use commercially reasonable efforts to amend promptly the Registration Statement, if necessary, and take all other actions necessary to allow such sale under the federal securities laws, and shall notify Abbott promptly after it has determined that such sale has become permissible under the federal securities laws, or (ii) exercise its right under paragraph (b) below to delay the sale. (b) If in the good faith judgment of the Board of Directors of RTI, after consultation with counsel, the filing of a Registration Statement or an amendment thereto or prospectus supplement so as permit the proposed sale without a violation of securities laws would materially adversely affect a pending or scheduled public offering, or an acquisition, merger, or similar transaction, or negotiations of either of the foregoing, or would require the disclosure of another material development prior to the time it would otherwise be required to be disclosed in a manner adverse to the best interests of RTI, then it may decline to permit the resale of any Shares pursuant to the Registration Statement for up to a maximum of ninety (90) days, provided that it may not exercise this right more than once in any twelve (12) month period. (c) If RTI has delivered a prospectus to Abbott and after having done so the prospectus is amended to comply with the requirements of the Securities Act, RTI shall reasonably promptly notify Abbott and, if requested, Abbott shall immediately cease making offers of Registrable Securities and return all prospectuses to the Company. The Company shall reasonably promptly provide Abbott with revised prospectuses and, following receipt of the revised prospectuses, Abbott shall be free to resume making offers of the Registrable Securities. (d) Abbott covenants and agree...

Selling Procedures. (a) On each Trading Day during the Plan Period on which no Market Disruption Event (as defined below) occurs, JPMS shall use commercially reasonable efforts to sell as agent for the Seller and for the account of the Seller the number of Securities that JPMS is able, subject to market conditions and principles of best execution, to sell as agent for the Seller and for the account of the Seller on such Trading Day using commercially reasonable means in accordance with the Plan guidelines set forth in Annex A hereto. JPMS may sell Securities on the Principal Market, any national securities exchange, in the over-the-counter market, on an automated trading system or otherwise. Any numbers of Securities to be sold (and any corresponding sale price limits or ranges) set forth in Annex A shall be adjusted automatically on a proportionate basis to take into account any stock split, reverse stock split or stock dividend with respect to the Securities or any change in capitalization with respect to the Issuer or any similar event that occurs during the term of this Letter Agreement, as determined by JPMS in good faith and a commercially reasonable manner. A “Trading Day” is any day during the Plan Period that the Principal Market is open for business and the Securities trade regular way on the Principal Market.

Selling Procedures. Any sale of Registrable Shares pursuant to the registration statement filed in accordance with Section 3 hereof shall be subject to the following conditions and procedures: (a) Updating the Prospectus. (i) If the Company informs the selling Investor that the Registration Statement or final prospectus then on file with the SEC is not current or otherwise does not comply with the Securities Act, the Company shall use its best efforts to provide to the selling Investor a current prospectus that complies with the Securities Act as soon as practicable, but in no event later than three (3) business days after delivery of such notice. The Company’s obligation to update the Registration Statement or final prospectus under this Section 9(a)(i) shall not be subject to the limitations of Section 9(a)(ii) or (b) below. (ii) If the Company requires more than three (3) business days to update the prospectus under Section 9(a)(i) above, the Company shall have the right to delay the preparation of a current prospectus that complies with the Securities Act without explanation to such Investor, subject to the limitations set forth in Section 9(b) below, for a period of not more than forty-five (45) days (or two periods which total not more than ninety (90) days in the aggregate) during any twelve-month period.

Selling Procedures. Any sale of Registrable Securities pursuant to the registration statement filed and declared effective in accordance with SECTION 2(a) hereof shall be subject to the following conditions and procedures:

Selling Procedures. Except as otherwise provided in this Plan or as directed by an authorized representative of the Seller, Broker shall determine, in its sole discretion, the timing, amount, prices and manner of sales of Common Units, so long as such sales are within the limits and parameters established pursuant to this Plan. Broker shall, within 24 hours of each trade, provide the Seller with the number of Common Units sold pursuant to this Plan and the prices at which such Common Units were sold via electronic mail directed to the addresses set forth in Paragraph 9 below. Unless otherwise agreed by the parties, Broker and the Seller agree that Broker’s commission on sales under this Plan shall be $0.02 per Common Unit sold, such commission to be deducted from the proceeds of sales under this Plan. Broker shall be responsible for filing all Form 144s required by Rule 144 under the Securities Act of 1933, as amended, with respect to this Plan.

Selling Procedures. 5.01 Co-operation of Members 8 5.02 Receipt and presentation of offers 8 5.03 Offers – who may be present 9 5.04 Deferred dates on showings and offers 9

Selling Procedures. (a) The Company will not include any information regarding the Investors in any registration statement to be filed pursuant to Section 2.2 or Section 2.3, or amendment thereto or any prospectus or any supplement thereto, to which the Investors shall reasonably object. (b) The Company represents and warrants to each holder of Registrable Securities that it has obtained all necessary waivers, consents and authorizations necessary to execute this Agreement and consummate the transactions contemplated hereby other than such waivers, consents and/or authorizations specifically contemplated by the Stock Purchase Agreement. (c) Following the date that a registration statement filed pursuant to Section 2.2 or Section 2.3 is declared effective by the SEC, the Investor shall be permitted, subject to the provisions hereof, to offer and sell the Registrable Securities included thereon in the manner described in such registration statement during the period of its effectiveness; provided however that the Investor arranges for delivery of a current prospectus to the transferee of the Registrable Securities. (d) As a condition precedent to the obligations of the Company to include any Registrable Securities of the Investor in any registration statement hereunder, the Investor shall furnish to the Company all such information and materials regarding the Investor and the distribution proposed by the Investor as the Company may reasonably request in writing in connection with any registration hereunder. The Investor will promptly notify the Company in writing of any changes in the information set forth in the registration statement after it is prepared regarding the investor or its plan of distribution to the extent required by law.

Selling Procedures. (a) In the event Abbott intends to sell Shares pursuant to a Registration Statement, Abbott shall give ABS five (5) business days notice of its intent to sell in reliance on such Registration Statement (the "Notice of Sale"). ABS may refuse to permit Abbott to resell any Shares pursuant to the Registration Statement; provided, however, that in order to exercise this right, ABS must (b) If in the good faith judgment of the Board of Directors of ABS, after consultation with counsel, the filing of a Registration Statement or an amendment thereto or prospectus supplement so as permit the proposed sale without a violation of securities laws would materially adversely affect a pending or scheduled public offering, or an acquisition, merger, or similar transaction, or negotiations of either of the foregoing, or would require the disclosure of another material development prior to the time it would otherwise be required to be disclosed in a manner adverse to the best interests of ABS, then it may decline to permit the resale of any Shares pursuant to the Registration Statement for up to a maximum of ninety (90) days, provided that it may not exercise this right more than twice in any twelve (12) month period. Abbott hereby covenants and agrees that it will not sell any Shares pursuant to the Registration Statement during the periods sales in reliance upon the Registration Statement are prohibited as set forth in this SECTION 2.6.