Underwritten Demands. At any time beginning one hundred eighty (180) days after the effective date of the registration statement for the IPO, any Holder may request that the Company file a Form F-1 registration statement (unless the Company is then eligible to use Form F-3) or Form F-3 registration statement (if the Company is then eligible to use such form), for an underwritten offering of Registrable Securities having an anticipated aggregate offering price to the public (and without giving effect to any Selling Expenses), taking into account Registrable Securities to be sold by all Holders, including the Initiating Holders, of at least $10.0 million (an “Underwritten Demand”). The Company shall (i) within five (5) days after receipt of an Underwritten Demand, give written notice thereof (such notice by the Company of a request to file a registration statement pursuant to this Section 2.1(a) being a “Company Notice”) to all Holders other than the Initiating Holders; and (ii) as soon as practicable, and in any event (A) within forty-five (45) days after receipt of such request, file a Form F-1 registration statement (if so requested by the Initiating Holders), or (B) within twenty (20) days after receipt of such request, file a Form F-3 registration statement under the Securities Act (if so requested by the Initiating Holders, and in the event such form is available to the Company), covering all Registrable Securities that the Initiating Holders requested to be registered and any additional Registrable Securities requested to be included in such registration by any other Holders, as specified by written notice given by each such Holder to the Company within fifteen (15) business days of the date of receipt of the Company Notice, and in each case, subject to the limitations of Section 2.1(c) and Section 2.3.
Underwritten Demands. At any time and from time to time after the effectiveness of the Shelf Registration, the Investor, acting on behalf of the Investor Group, may make a written demand for an Underwritten Offering in order to sell all or part of the Investor Group’s Investor Shares (an “Underwritten Demand”). Any Underwritten Demand shall specify the number of Investor Shares held by each member of the Investor Group proposed to be sold under the Shelf Registration. Upon any such request, each member of the Investor Group shall be entitled to have its Investor Shares included in the Underwritten Demand, subject to Section 7.2(b); provided, however, the Company shall not be obligated to (i) effect an Underwritten Offering if the value of the Investor Shares that the Investor Group proposes to sell in such Underwritten Demand is less than $20,000,000 or (ii) effect more than four Underwritten Demands under this Section 7.2(a). An Underwritten Offering will count as an Underwritten Demand regardless of whether it is later withdrawn by the Investor Group, if the Company undertakes a road show with respect thereto; provided, that if, as a result of a Cutback Notice, the number of shares ultimately offered is less than $20,000,000, such offering shall not count as an Underwritten Offering. The Company and the members of the Investor Group participating in any Underwritten Demand shall enter into an underwriting agreement in customary form with the Underwriter(s) selected for such underwriting. The Underwriter(s) in any Underwritten Offering pursuant to an Underwritten Demand shall be mutually determined by the Company and the Investor.
Underwritten Demands. (i) At any time after the date that is six months following the Closing Date (as defined in the Merger Agreement), on up to an aggregate of four occasions for all Investors collectively, an Investor (the “Demanding Investor”) will be entitled to deliver a notice to the Company (a “Demand Notice”) stating that it intends to sell all or part of its Registrable Securities included by it on the Shelf Registration Statement in an underwritten public offering (a “Underwritten Offering”), and the Company will reasonably promptly (and in any event within 30 days after the receipt of a Demand Notice) take all actions reasonably required, including preparing and, if required by applicable law, filing any amendment or supplement to the related prospectus or an amendment or supplement to any document incorporated therein by reference or any other required document in such a manner as to permit such Investor to deliver or be deemed to deliver such prospectus to purchasers of Registrable Securities in accordance with applicable law and to enable such Registrable Securities to be offered, sold and distributed in the Underwritten public offering; provided that, if a Blackout Period exists at the time the Demand Notice is delivered, the Company will provide the Demanding Investor notice of the existence of the Blackout Period and the Company will not be required to take any action under this Section 4.1(b) during the pendency of any Blackout Period.
Underwritten Demands. At any time following the expiration of the Lock-Up Period, if applicable, any Holder (a “Demanding Holder”) may demand that the Company effect an Underwritten Offering of all or a portion of its Registrable Securities, whether through to a Prospectus filed pursuant to an existing Shelf or Subsequent Shelf or a newly filed Registration Statement; provided that the Company shall only be obligated to effect an Underwritten Offering for such Demanding Holder(s) if such Underwritten Offering shall (i) include Registrable Securities proposed to be sold by the Demanding Holder, either individually or together with other Demanding Holders, with gross offering proceeds reasonably expected to exceed, in the aggregate, $15 million or (ii) cover all of the remaining Registrable Securities held by the Demanding Holder, provided that the gross offering proceeds is reasonably expected to exceed $5 million in the aggregate (both of the thresholds described in (i) and (ii), the “Minimum Amount”). All such demands for an Underwritten Offering shall be made by giving written notice to the Company (the “Underwritten Demand Notice”). Each Underwritten Demand Notice shall specify the approximate number of Registrable Securities proposed to be sold in the Underwritten Offering and the expected price range (net of underwriting discounts and commissions) of such Underwritten Offering, as well as the intended method of distribution. The Company shall, within ten (10) days of the Company’s receipt of the Underwritten Demand Notice, notify, in writing, all other Holders of Registrable Securities of such demand, and each Holder of Registrable Securities who thereafter wishes to include all or a portion of such Holder’s Registrable Securities in a Registration pursuant to such Demand Registration shall so notify the Company, in writing, within five (5) days after the receipt by such Holder of the notice from the Company and shall be deemed to be a “Demanding Holder” for all purposes of this Agreement. Subject to the provisions of subsection 2.3 and subsection 2.1.6, the Company shall include in such Underwritten Offering all Registrable Securities of such Demanding Holder(s) described in the Underwritten Demand Notice. The Company shall, together with all participating Holders of Registrable Securities of the Company proposing (and permitted) to distribute their securities through such Underwritten Offering, enter into an underwriting agreement in customary form for such Underwritten ...
