Requested Offering definition

Requested Offering shall have the meaning given in subsection 2.2.3(c).
Sample 1Sample 2Sample 3

Examples of Requested Offering in a sentence

  • During the Participation Term, without the prior written consent of the Company, each Sponsor Holder, individually and not jointly, agrees with the Company (and only with the Company) that it shall not Transfer any Common Stock beneficially owned or owned of record by such Sponsor Holder (including securities held as a custodian) other than Transfers to Permitted Transferees or by means of an Organized Offering or Requested Offering.

  • For the avoidance of doubt, no request for, commencement of, or inclusion in, a Requested Offering shall be counted against the Total Takedown Allocation.

  • The Company shall waive the transfer restrictions set forth in Section 5.1 with respect to any Lock-Up Securities that will be sold through a Requested Offering.

  • Each Sponsor Holder shall have the opportunity to participate in such Requested Offering by providing written notice to the Company of such Sponsor Holder’s election to participate by no later than (i) one business day after the delivery of such written demand by a Sponsor Holder or (ii) such other date as the Sponsor Holder may specify in its written demand for such Requested Offering.

  • Issuer will pay all Offering Expenses in connection with each Requested Offering.

  • Each Sponsor Holder shall have the opportunity to participate in such Requested Offering by providing written notice to the Company of such Sponsor Holder’s election to participate by no later than (i) one (1) business day after the delivery of such written demand by a Sponsor Holder or (ii) such other date as the Sponsor Holder may specify in its written demand for such Requested Offering.

  • The majority of the Sponsor Holders participating in a Requested Offering will determine whether the Requested Offering will take the form of an Underwritten Offering or Block Trade.

  • As used in this subsection 2.2.3(c), “majority of the Sponsor Holders” means (i) two (2) of the Sponsor Holders if all three (3) Sponsor Holders are participating in the Requested Offering and (ii) the Sponsor Holder holding the majority of the Registrable Securities to be offered in the Requested Offering if less than all three (3) Sponsor Holders are participating in the Requested Offering.

  • Such Requested Offering shall commence (i) within two (2) business days of an election by two additional (2) Sponsor Holders to participate in such Requested Offering, (ii) within five (5) business days of an election by one (1) additional Sponsor Holder to participate in such Requested Offering, or (iii) within ten (10) business days of a written demand for such Requested Offering, or in any such case at such time as mutually agreed by all such Parties.

Related to Requested Offering

  • Limited Offering means an offering that is exempt from registration under the Securities Act of 1933 pursuant to Section 4(2) or Section 4(6) or pursuant to Rule 504, Rule 505, or Rule 506 under the Securities Act of 1933.

  • Delayed Offering means an offering of securities pursuant to Rule 415 which does not commence promptly after the effective date of a registration statement, with the result that only information required pursuant to Rule 415 need be included in such registration statement at the effective date thereof with respect to the securities so offered. Whether the offering of the Securities is a Non-Delayed Offering or a Delayed Offering shall be set forth in Schedule I hereto.

  • Initial Offering means the Company’s first firm commitment underwritten public offering of its Common Stock registered under the Securities Act.

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

  • Underwritten Shelf Take-Down Notice has the meaning set forth in Section 2.02(e).

  • Piggyback Offering has the meaning set forth in Section 8(a).

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

  • Public Offering means the sale in an underwritten public offering registered under the Securities Act of equity securities of the Company or a corporate successor to the Company.

  • Qualified Offering means an offering of Common Stock (and other securities potentially) resulting in the listing for trading of the Common Stock on the NYSE American, the Nasdaq Capital Market, the Nasdaq Global Market, the Nasdaq Global Select Market or the New York Stock Exchange (or any successors to any of the foregoing).

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).

  • Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).

  • 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.

  • 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.

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

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Shelf Offering has the meaning set forth in Section 1(d)(i).

  • 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.

  • 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.

  • Other Coordinated Offering shall have the meaning given in Section 2.4.1.

  • Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Maximum Offering means, with respect to some or all participants in the Non-423(b) Plan Component, a maximum number or value of shares of the Common Stock made available for purchase in a specified period (e.g., a 12-month period) in specified countries, locations or to Employees of specified Designated Subsidiaries. Such maximum shall be determined by the Board (or a committee authorized by the Board) in such a manner as to avoid securities filings, to achieve certain tax results or to meet other Company objectives.

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

  • 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.

  • Subsequent Offering means any further issuance of Interests in any Series, excluding any Initial Offering or Transfer.

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

  • Shelf Underwritten Offering shall have the meaning given in subsection 2.1.3.