Offering Demand definition

Offering Demand has the meaning specified therefor in Section 2.01(b).
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Offering Demand means a Shelf Demand Offering or a Demand Registration.
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Examples of Offering Demand in a sentence

  • After an Underwritten Offering Demand Notice is received by the Company, the Company shall promptly provide such Underwritten Offering Demand Notice to all other Holders, and the Company will use all commercially reasonable efforts to include in such underwritten offering any Registrable Securities requested to be included by such other Holders by notice to the Company provided within five Business Days of the date on which such notice was provided to such other Holders.

  • Subject to Section 2.5, the Company will have the right to include shares of Common Stock to be sold for its own account or shares owned by other holders of Common Stock in an offering pursuant to an Underwritten Offering Demand.

  • Notwithstanding anything to the contrary contained herein, if the Holders determine to rescind any prior Demand Notice or Underwritten Offering Demand Notice following receipt of a Stand-Down Notice, then the Holders may, at their election, give written notice of such election to the Company.

  • Any such rescinded Demand Notice or Underwritten Offering Demand Notice shall not be counted as a Demand Registration request or an Underwritten Offering Demand for purposes of the limits in Section 2.1(a) and Section 2.3(a), respectively, and no Holder shall be required to reimburse the Company for any related expenses incurred by the Company.

  • Subject to Section 2.5, the Company will have the right to include shares of Common Stock to be sold for its own account in an offering pursuant to an Underwritten Offering Demand.

  • Notwithstanding the foregoing sentence, the Company hereby acknowledges and agrees that the entities set forth on Schedule 1 hereto (or any of their respective Affiliates) will be acceptable lead or co-managing underwriters with respect to any Offering Demand.

  • In the event of any Offering Demand, Enterprise shall enter into an underwriting agreement in customary form with the Managing Underwriter, which shall include, among other provisions, indemnities to the effect and to the extent provided in Section 2.07, and shall take all such other reasonable actions as are requested by the Managing Underwriter in order to expedite or facilitate the registration and disposition of the Registrable Securities.

  • If one or more Holders collectively elect to dispose of at least 2.5 million Registrable Securities that are Fungible Securities (subject to adjustment pursuant to Section 3.04) the Partnership shall, upon the written request (a “Secondary Offering Demand Notice”) by such Holders, retain underwriters in order to permit such Holders to effect such sale through an Underwritten Offering (a “Secondary Offering”).

  • Any Underwritten Offering Demand Notice will specify (A) the Registrable Securities proposed to be registered, (B) the desired Offering Launch Date for the offering, which shall not be less than seven (nor more than 15) Business Days following the date on which the Underwritten Offering Demand Notice is provided to the Company, and (C) a single Person who shall serve as the representative of the Holders with respect to the underwritten offering (the “Demand Offering Representative”).

  • The Company shall not be obligated to effect more than one Underwritten Offering Demand in any consecutive 12 month period.

Related to Offering Demand

  • Billing Demand means the metered demand or connected load after necessary adjustments have been made for power factor, intermittent rating, transformer losses and minimum billing. A measurement in kiloWatts (kW) of the maximum rate at which electricity is consumed during a billing period;

  • Offering Notice has the meaning set forth in Section 3.1(a).

  • Minimum Offering Notice means a written notification, signed by Broker, pursuant to which the Broker shall represent (1) that subscriptions for the Minimum Offering have been received, (2) that, to the best of Broker’s knowledge after due inquiry and review of its records, Cash Investment Instruments in full payment for that number of Shares equal to or greater than the Minimum Offering have been received, deposited with and collected by NCPS, (3) and that such subscriptions have not been withdrawn, rejected or otherwise terminated, and (4) that the Subscribers have no statutory or regulatory rights of rescission without cause or all such rights have expired.

  • Underwritten Demand shall have the meaning given in subsection 2.1.3 of this Agreement.

  • Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

  • Underwritten Offering Notice has the meaning set forth in Section 2(b).

  • Demand Notice has the meaning set forth in Section 2(a)(i).

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

  • Review Demand Date means, for a Review, the date when the Indenture Trustee determines that each of (a) the Delinquency Trigger has occurred and (b) the required percentage of Noteholders has voted to direct a Review under Section 7.2 of the Indenture.

  • Demand Registration Request shall have the meaning set forth in Section 3.1.1(a).

  • 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.

  • Demand Registration shall have the meaning given in subsection 2.1.1.

  • Registration Notice has the meaning specified in Section 2.1(a).

  • Piggyback Notice has the meaning specified in Section 2.02(a).

  • Offering shall have the meaning ascribed to such term in Section 2.1(c).

  • Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Underwritten Takedown means an underwritten public offering of Registrable Securities pursuant to the Resale Shelf Registration Statement, as amended or supplemented.

  • Registration Deadline means, for purposes of the Registration Statement required pursuant to Section 2(a)(i), the earlier of (i) the date that is seventy-five (75) days after the date that the applicable Registration Statement is actually filed or (ii) the date that is seventy-five (75) days after the applicable Filing Deadline and, with respect to any Registration Statement required pursuant to Section 2(a)(ii), the Additional Registration Deadline.

  • Shelf Takedown Notice shall have the meaning given in subsection 2.1.3.

  • Peak Demand means the maximum Metered Demand in the last 12 months;

  • 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.

  • Demand Request shall have the meaning set forth in Section 2.1.

  • Piggyback Registration Statement has the meaning set forth in Section 3(a).

  • Shelf Takedown Request shall have the meaning set forth in Section 3.2.5(a).