Marketed Underwritten Offering means any Underwritten Offering (including a Marketed Underwritten Shelf Take-Down, but, for the avoidance of doubt, not including any Shelf Take-Down that is not a Marketed Underwritten Shelf Take-Down) that involves a customary “road show” (including an “electronic road show”) or other substantial marketing effort by the Company and the underwriters over a period of at least 48 hours.
Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.
Underwritten Offering Notice has the meaning set forth in Section 2(b).
Underwritten Offering means a Registration in which securities of the Company are sold to an Underwriter in a firm commitment underwriting for distribution to the public.
Pending Underwritten Offering means, with respect to any Holder forfeiting its rights pursuant to this Section 4.5(l), any underwritten offering of Registrable Securities in which such Holder has advised the Company of its intent to register its Registrable Securities either pursuant to Section 4.5(a)(ii) or 4.5(a)(iv) prior to the date of such Holder’s forfeiture.
Underwritten Registration or Underwritten Offering A registration in which securities of the Company are sold to an underwriter for reoffering to the public.
Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.
Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Majority Holders means the Holders of a majority of the aggregate principal amount of Securities registered under a Registration Statement.
Demand Registration shall have the meaning given in subsection 2.1.1.
Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.
Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).
Piggyback Registration shall have the meaning given in subsection 2.2.1.
Majority Holder as used in Section 7.4 hereof shall mean any holder or any combination of holders of Registrable Securities, if included in such holders' Registrable Securities are that aggregate number of shares of Common Stock (including Shares already issued and Shares issuable pursuant to the exercise of outstanding Warrants) as would constitute a majority of the aggregate number of Shares (including Shares already issued and Shares issuable pursuant to the exercise of outstanding Warrants) included in all the Registrable Securities.
Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e)(iii).
Initiating Holder has the meaning set forth in Section 2.01(a).
Piggyback Offering has the meaning set forth in Section 8(a).
Demand Registration Notice has the meaning set forth in Section 2.1.
Demand Registration Request shall have the meaning set forth in Section 3.1.1(a).
Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.
Piggy-Back Registration is defined in Section 2.2.1.
Piggyback Registration Statement has the meaning set forth in Section 3(a).
Piggyback Registrations has the meaning set forth in Section 3(a).
Majority Participating Holders means Participating Holders holding more than 50% of the Registrable Securities proposed to be included in any offering of Registrable Securities by such Participating Holders pursuant to Section 2.1 or Section 2.2.
Shelf Offering has the meaning set forth in Section 1(d)(i).