Existing Shelf definition

Existing Shelf is defined in Section 2.2(a) hereof.
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Existing Shelf has the meaning set forth in Section 4(a) hereof.
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Existing Shelf has the meaning assigned to such term in Section 2.6.
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Examples of Existing Shelf in a sentence

  • No additional senior promissory notes were issued under the Existing Shelf Facility prior to the Restatement Effective Date.

  • The SEC has declared the Existing Shelf Registration Statement (as defined in Clause 21.43 (Registration Rights and Indemnity Agreement)) as amended, effective.

  • The Company further agrees, if necessary, to supplement or amend the Existing Shelf Registration Statement if required by the rules, regulations or instructions applicable to the registration form used by the Company for such Registration Statement or by the Securities Act or by any other rules and regulations thereunder for shelf registration.

  • The Company agrees to use its best efforts to keep the Existing Shelf Registration Statement continuously effective until its expiration on May 6, 2012, or such shorter period which will terminate when all of the Registrable Securities covered by the Selling Stockholder Resale Prospectus have been sold.

  • The Issuer shall use its reasonable best efforts to cause the Issuer's Shelf Registration Statement which was filed by the Issuer prior to the date hereof (the "Existing Shelf Registration Statement") to be amended to contain a provision for the inclusion in such Shelf Registration Statement of shares for sale for the account of stockholders of the Issuer.

  • The SEC has issued no order preventing or suspending the use of the Existing Shelf Registration Statement or any amendment thereto.

  • Immediately prior to the Effective Time, the Company shall terminate the Existing Shelf Registration and the 2004 Shelf Registration.

  • Further, the Company, to the extent the Company is and continues to be a “well-known seasoned issuer” as defined under Rule 405 of the Securities Act, shall use its commercially reasonable efforts to file a new Shelf Registration Statement on or before the expiration of the Existing Shelf and to maintain the effectiveness of such new Shelf Registration Statement.

  • The Existing Shelf Registration Statement (as defined in Section 4(a) hereof) has been declared effective by the SEC, and no stop order has been issued or is pending or, to the knowledge of the Company, threatened by the SEC with respect thereto.

  • The Company has on file effective registration statements on Form S-3 (File No. 333-136866 and File No. 333-165387) registering the resale of the Existing Shelf Registrable Securities (the “Existing Holders Registration Statements”).

Related to Existing Shelf

  • Existing ship means a ship which is not a new ship.

  • Existing Plan means the Amended and Restated Novatel Wireless, Inc. 2000 Stock Incentive Plan.

  • Original Plan means any defined contribution plan which meets the requirements of Code Section 401 and referred to in Article XII of the Plan.

  • First Restatement Effective Date means the “Restatement Effective Date” as defined in the First Amendment Agreement.

  • Effective Date has the meaning set forth in the preamble.

  • Existing structure means any structure that is installed or approved for installation at the time a wireless services provider or wireless infrastructure provider provides notice to a locality or the Department of an agreement with the owner of the structure to co-locate equipment on that structure. "Existing structure" includes any structure that is currently supporting, designed to support, or capable of supporting the attachment of wireless facilities, including towers, buildings, utility poles, light poles, flag poles, signs, and water towers.

  • Superior Offer Superior Offer" shall mean an unsolicited, bona fide written offer made by a third party to purchase more than 50% of the outstanding shares of Company Common Stock on terms that the board of directors of the Company determines, in its reasonable judgment, based upon the written advice of its financial advisor, to be more favorable to the Company's shareholders than the terms of the Merger; provided, however, that any such offer shall not be deemed to be a "Superior Offer" if any financing required to consummate the transaction contemplated by such offer is not committed and is not likely to be obtained by such third party on a timely basis.

  • Existing Senior Notes means the Existing 2020 Senior Notes and the Existing 2021 Senior Notes, collectively.

  • Existing Facility Agreement means the senior secured credit facility dated 26 October 2000 made between, inter alia, UPC Broadband, UPC Financing and Toronto Dominion (Texas) LLC as facility agent and the banks and financial institutions listed therein, as amended from time to time.

  • Major Amendment means any change which is not a minor amendment.

  • existing company means a company formed and registered under any of the previous companies laws…”

  • Existing Shares means shares of the Company Common Stock Beneficially Owned by Stockholder as of the date hereof.

  • Original Facility Agreement means the facility agreement dated 19 December 2018 and made between, amongst others, (i) the Borrower, (ii) the Lenders, (iii) the Mandated Lead Arrangers, (iv) the Facility Agent and the SACE Agent and (v) the Security Trustee.

  • Prior Agreement has the meaning set forth in the Recitals.

  • Existing Security Agreement shall have the meaning set forth in the recitals.

  • Existing Agreement has the meaning set forth in the recitals hereto.

  • Initial Filing Date means the date on which the Initial Registration Statement is filed with the SEC.

  • Restatement Agreement means the Restatement Agreement to the Existing Credit Agreement, dated as of July 17, 2015, by and among the Borrower, the other Loan Parties, the Administrative Agent, the Lenders party thereto and the other parties thereto.

  • IPO means the Company’s first underwritten public offering of its Common Stock under the Securities Act.

  • Existing Financing means the financing arrangements that provided for a security interest granted by Company in the Aircraft and that were outstanding on August 3, 2020.

  • Existing uses means those uses actually attained in a water body on or after November 28, 1975, whether or not they are included in the water quality standards.

  • Parent Superior Proposal shall have the meaning set forth in Section 7.4(g).

  • Existing use means a use actually attained in a surface water of the state on or after November 28, 1975, whether or not it is a designated use.

  • Change of Control Effective Date means the first date during the Change of Control Period (as defined in Section 7.2) on which a Change of Control occurs. Notwithstanding anything in this Agreement to the contrary, if a Change of Control occurs and if the Executive’s employment with the Company (or applicable affiliated company) is terminated prior to the date on which the Change of Control occurs, and if it is reasonably demonstrated by the Executive that such termination of employment (i) was at the request of a third party who has taken steps reasonably calculated to effect a Change of Control or (ii) otherwise arose in connection with or anticipation of a Change of Control, then for all purposes of this Agreement the “Change of Control Effective Date” shall mean the date immediately prior to the date of such termination of employment.

  • Superior Acquisition Proposal means any Acquisition Proposal containing terms which the Company Board determines in its good faith judgment (based on the advice of an independent financial advisor) to be more favorable to the Company’s stockholders than the Merger and for which financing, to the extent required, is then committed or which, in the good faith judgment of the Company Board, is reasonably capable of being obtained by such third party.