Related to S-3 Shelf Eligible

Form S-3 Shelf shall have the meaning given in Section 2.1.1.
Form F-3 Shelf shall have the meaning given in Section 2.1.1.
Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.
Form S-1 Shelf shall have the meaning given in Section 2.1.1.
Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.
Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.
Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.
Form F-1 Shelf shall have the meaning given in Section 2.1.1.
Shelf Offering has the meaning set forth in Section 1(d)(i).
Shelf Registration Statement means the Shelf Registration Statement as defined in the Registration Rights Agreement.
Shelf Registration Period has the meaning set forth in Section 3(b) hereof.
Shelf Registration Event Date shall have the meaning set forth in Section 2(b) hereof.
Subsequent Shelf Registration shall have the meaning given in subsection 2.3.2.
Shelf Registrable Securities has the meaning set forth in Section 1(d)(i).
Shelf Filing Event shall have the meaning set forth in Section 2(c) hereof.
Shelf Registration Event shall have the meaning set forth in Section 2(b) hereof.
Initial Shelf Registration See Section 3(a).
Piggyback Registration Statement has the meaning set forth in Section 3(a).
Demand Registration Statement has the meaning set forth in Section 2.01(a).
Shelf Holder has the meaning set forth in Section 2.02(c).
Shelf Period has the meaning set forth in Section 2.02(b).
Registration Statement means any registration statement that covers the Registrable Securities pursuant to the provisions of this Agreement, including the Prospectus included in such registration statement, amendments (including post-effective amendments) and supplements to such registration statement, and all exhibits to and all material incorporated by reference in such registration statement.
Shelf Registration means a registration effected pursuant to Section 2(b) hereof.
Shelf Request shall have the meaning set forth in Section 2(b) hereof.
Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.
Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.

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