Resale Prospectus definition
Examples of Resale Prospectus in a sentence
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.
Notwithstanding any other provision of this Agreement, any person whatsoever who shall not have executed and delivered to Parent a written agreement reasonably acceptable to Parent in form and substance as provided in this Section 6.10 shall not be entitled to have the Merger Consideration issued in the Merger to such person covered by (and shall not be entitled to be included as a "selling stockholder" in) the Resale Prospectus.
The foregoing lock-up restrictions shall not apply to any shares of Common Stock that are held by a selling stockholder of the Company identified in the resale prospectus that forms a part of the Registration Statement (the “Resale Prospectus”) and will be sold pursuant to the Resale Prospectus.
The written agreement shall include, without limitation, provisions setting forth the restrictions under the Initial Lock-Up Period and the Lock-Up Period, customary stockholder information for inclusion of shares in the Resale Prospectus, and customary agreements and indemnifications by such stockholders in connection with the Resale Prospectus.
The Company shall use reasonable best efforts to prepare and file with the SEC such amendments and supplements to the Resale Registration Statement and the prospectus used in connection therewith (the "Resale Prospectus") as may be necessary to keep the Resale Registration Statement effective and free from any material misstatement or omission to state a material fact.