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.
Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.
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.
Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.
Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e)(iii).
Underwritten Registration or Underwritten Offering A registration in which securities of the Company are sold to an underwriter for reoffering 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 Offering Notice has the meaning set forth in Section 2(b).
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Underwritten Public Offering means an underwritten Public Offering, including any bought deal or block sale to a financial institution conducted as an underwritten Public Offering.
Piggyback Offering has the meaning set forth in Section 8(a).
Piggyback Registration shall have the meaning given in subsection 2.2.1.
Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.
Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).
Approved Underwriter has the meaning set forth in Section 3(f) of this Agreement.
Rule 415 Offering means an offering on a delayed or continuous basis pursuant to Rule 415 (or any successor rule to similar effect) promulgated under the Securities Act.
Piggy-Back Registration is defined in Section 2.2.1.
Piggyback Registrations has the meaning set forth in Section 3(a).
Shelf Offering has the meaning set forth in Section 1(d)(i).
Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).
Underwritten Shelf Take-Down Notice has the meaning set forth in Section 2.02(e).
Offering shall have the meaning ascribed to such term in Section 2.1(c).
Demand Registration shall have the meaning given in subsection 2.1.1.
IPO Underwriter means each Person named as an underwriter in Schedule I to the IPO Underwriting Agreement who purchases Common Units pursuant thereto.
Qualified Initial Public Offering means a public offering of the securities of Parent pursuant to an effective registration statement filed under the Securities Act, that is fully underwritten pursuant to a firm commitment contract and with respect to which the product of (a) the price to the public per share multiplied by (b) the aggregate number of offered shares will yield Net Offering Proceeds of at least $50,000,000.
Takedown Requesting Holder shall have the meaning given in subsection 2.3.3.